Frannie, The Producer
by Frannie
Summary: Another alternative universe story of how Fran and Max met. Danny fired her from the bridal shop, and she took a job with her cousin, putting her on the path to her destiny.


Another shot at giving Fran a life outside being the nanny. Again, no offense to the wonderful creators of The Nanny, but my undying thanks, for creating such fun characters to play with!

Another alternative universe story of how Fran and Max met. Danny fired her from the bridal shop, and she took a job with her cousin, putting her on the path to her destiny.

**FRANNIE, THE PRODUCER**

"I'm gonna be late, I have to hang up, Danny!" She pulled the receiver away from her ear and made a face at it, then moved it back to listen. "I said we'd talk about it later, this is an important meeting this morning! No, that's not a good idea." She looked at the wall clock, it she didn't get into a cab right now, she'd be late. "Danny...Danny, I'm hangin' up now. I'll call you tonight when I get home, if it's not too late." She rolled her eyes and sighed. "I don't know, as long as the people that sign the checks want us to work. I'll talk to you later. I know, me too" She hung up the phone and broke into tears. She'd been dating this man off and on for years, and now he was trying to pressure her into a more serious relationship. She stayed with him for a few weeks a couple of years ago, and realized that this man was not husband material. He liked women...all women, and was not faithful to any of them. Now he must have gone through his black book, because he was once again talking about them living together and eventually getting married. She knew his definition of eventually...when pigs fly! She also knew that Danny's temper being what it was, it was only a matter of time before he fell back into his same pattern. She had never told anyone, just wore extra makeup, dark glasses and clothing that covered the bruises. She also swore to herself she would never let this happen again. Why couldn't he just settle for nice, casual dates, he was so much more fun when his possessive side didn't take over.

She wiped her eyes and checked her makeup. Why today? She was already nervous about meeting these producers today. He had to make it worse. She'd been working for her cousin, Todd, since she'd moved out of Danny's apartment. She started out as just an assistant, making appointments, getting coffee, but, as Todd became more in demand, he started counting on Fran to attend meetings and do some designing on her own. This was her biggest assignment yet. She was meeting with Sheffield Productions, their biggest contract ever, and Todd was turning it over to her. She hailed a cab and headed for the 49th St. Theater. Her cousin was waiting out front when she arrived.

"Oh, Toddy, they aren't here yet, are they?"

"No, not yet. You OK? You look frazzled."

"Oy, don't ask ."

Toddy looked at his cousin. He could see in her eyes she was upset. "You need to stay away from him, Frannie".

" I can't tell Ma and Daddy what's goin' on, they LOVE Danny. Whenever I try to bring it up, they tell me to work it out with him and marry him!" The tears began to well up in her eyes again. "Once I've got enough for an apartment of my own, I'll move out. It's so hard, with my parents on his side...." She wiped her eyes, and checked her face in her compact mirror.

When she looked up, the producers had arrived for their meeting. Toddy was shaking hands with the woman, a striking blonde in a tailored suit. "And this is my associate, Fran Fine, Frannie, C.C. Babcock and Maxwell Sheffield." Fran shook hands with C.C. and turned to exchange handshakes with her partner. This had to be the most handsome man she'd ever met. As they shook hands, he gripped hers tightly, and held her hand just a bit longer than normal for a business greeting. She looked up into his eyes. Oy, she could get lost in those olive green eyes!

"Nice to meet you." She smiled as she pulled her hand back.

Maxwell couldn't remember when he'd met such a beautiful woman. That hair, that skin, that body, those eyes. As he looked into her dark chocolate brown eyes, he could sense there was a lot of pain hiding behind them. As he took her hand, he felt a jolt of electricity flow through his body that he hadn't felt in years, not since his wife died.

"It's a pleasure to meet you both, we're so sorry we were running late this morning. Do come inside." Max unlocked the door and held it open for everyone to enter, as Fran brushed past him, he caught a whiff of her perfume, what was that, Shalimar? He watched her as she walked into the theater. She was dressed very professionally, a white skirt and jacket, with a royal blue blouse, although the skirt left little to the imagination. He hoped she'd remove that jacket once she got inside. He led them through the theater into the office backstage, where Max and Todd went over the terms of the contract. Todd had always been protective of Fran, since they were children, but now, he had the opportunity to protect her professional future. The contract bound Fran exclusively to Sheffield Productions, and guaranteed her three shows. Todd was still working on a show for another production company, so this was Fran's time to shine. He felt like a parent bird pushing the baby out of the nest. Once the contracts were signed, Max took the opportunity to get to know his new costume designers on a more personal level. He watched Fran's eyes light up as she talked about her family, they seemed to be very important to her. Her eyes danced as she talked about her sister's twin daughters. She obviously loved children. He glanced at her left hand, no ring, no tan line. He decided to risk an incredibly personal question.

"You've never been married?"

The sparkle faded from her eyes, and he saw the pain return. "Came close once", she glanced at Todd, "but it wasn't meant to be."

Her cousin's protective side jumped into high gear. "Frannie, show them your sketches!"

"You've completed sketches already?" He'd only messengered the play to her a few days before.

"I wanted to have some ready for today". She pulled out her pad and showed them her completed work. "Is this something like you're looking for?"

Max and C.C. exchanged shocked glances. This was exactly what they were looking for.

"These are perfect!" C.C. walked over and picked up the drawings. "It's like you read our minds!" "You read the play in one day?"

"No, two days, I did the drawings last night"

"The detail is superb! You even have their make up perfect."

Todd laughed. "That's my Frannie! She graduated top of her class at Ultissima!"

Max looked up. "Ultissima? This is where you got your degree in design?"

Now it was Fran's turn to laugh. "Ultissima Beauty College!" She looked nervously at Max. "I don't need a degree in design for this job, do I?"

He smiled at her. "Obviously not, but let's keep that our secret for a while, shall we?"

The four of them looked over Fran's sketches, commenting, making changes for quite some time, when Fran's stomach growled loudly. She looked at her watch. "What are the chances of breaking for a quick lunch?"

"By the sound of your stomach, I think that might be a good idea." Max helped her up.

"I'm just going to run down to Mr. Broadway real quick, want me to bring back lunch for everyone?"

Max looked over at C.C., who was deep in coversation on her cell phone, then at Todd, who was deep in thought, reading over the second act. "Tell you what, I'll go with you and help you carry everything back, we'll surprise them with something".

Fran smiled and pulled off her jacket. "I'm sure I won't need this outside, it's probably warmed up by now." She caught Max appreciating the view out of the corner of her eye. Wow, is he checkin' me out? She grabbed her purse. "Ready?"

They headed out the door, making small talk as they walked. They hadn't gone a block, when Fran's cell phone rang. She pulled it from her purse and checked the caller ID "Damn! Oh, sorry", she looked aplogetically at Max. "He thinks he owns me!"

"Boyfriend?"

She sighed. "I'm not sure what to call this guy, besides a pain in the tuchas!" She punched the answer button. "Fran Fine". "I'm working, I didn't look. Because I didn't, all right?" "No, I am not going to schlep across the bridge and meet you for lunch. No. Because we're getting ready to eat right now. Because I'm hungry. No, I am NOT always hungry, someone kept me on the phone this morning and I didn't have time to eat." No, that's not a good idea. No, I can't have visitors at the theater, I'm supposed to be working. Danny....Danny, I told you I'd try to call you tonight." She put her finger over the mic and aplogized to Max. "Sorry, I'll be off in just a sec". What? My boss. Because he's helping me bring back the food. Because I offered, that's why. Danny, I don't know. I've gotta go. No, I'll call you tonight. I'm hanging up now..Oy, Danny, g'nug! I gotta get back to work. Bye" She clicked the phone and dropped it back in her purse.

"Anything I can do?"

"You gotta time machine? I'd love to go back to the day I met him and walk the other way!"

"How long have you been together?" He couldn't believe he was being so bold with a woman he'd just met, but he wanted to know everything about her.

"Together? Officially together all of two weeks. That's how long he could hold down a relationship." She couldn't believe she was being so open with him, but she had a gut feeling this man could be trusted. "We date off and on, and THAT has been going on for about 10 years, but all of a sudden, he wants more, wants me to move in with him, is talking marriage, but..." She couldn't tell him the rest. Only two people knew the whole story, Todd and her best friend, Val.

"You don't want to get married?"

"I'd love to be married....to a great guy who loves me, treats me with respect, as an equal, one who's faithful, and one who doesn't..."

"Doesn't what?" He felt like she had a secret buried behind those beautiful eyes, something she was dying to shout to the world.

"Nothing, it's nothing. I guess I've read one to many fairy tales. I still believe there's a "happy ever after" for me".

"I know what you mean, Fran." She looked at him and saw the hurt he must have felt when his wife died. She'd read about him in Esquire Magazine. He was on the ten most eligible widowers list.

"What was she like?" She'd opened up to him, now it was his turn.

"Who?"

"Your wife. If you don't want to talk about it, just tell me. Sometimes I'm such a yenta!"

"Yenta?"

"Busybody. You changed the subject, was that on purpose?"

"No, no it wasn't. Sarah was wonderful. She was sweet and kind and beautiful, a wonderful mother, a perfect wife."

"How long were you married?"

"Eleven years. I married her three months after I met her. Margaret was born 9 months later." He smiled as he thought of Sarah holding their newborn daughter. It had been so long since he'd allowed those memories to surface.

"Any other kids?"

Max smiled brighter. "Yes, Brighton is 10 now, and Grace is 6."

"It must have been hard on the kids, especially little Grace, she was just a baby. Do you have pictures of them?"

Max pulled out his wallet and showed Fran the children. "They are adorable! That Brighton looks like he's got some spirit, though!"

Max shook his head. "Yes, he does. He's single handedly gone through every available nanny at our regular agency."

"Sounds like maybe he misses his mom"

"We all do." Max's face showed the pain of remembering a strong love. Fran thought she'd better change the subject. Luckily, they had arrived at Mr. Broadway's.

"So, what sounds good?" She looked hungrily at the menu. Kosher chinese food, deli sandwiches, she didn't know what to choose, so she chose a little of everything. Max had never heard of some of the foods here, but the sandwiches looked safe. Fran watched him with amusement. "Never ordered from a kosher deli before? You're gonna have to trust me then."

She ordered several things, enough for the four of them to share, then safely ordered four pastrami sandwiches just to make sure everyone had enough to eat.

"This looks like enough food for a week!"

She giggled. "Well, maybe for you! Good thing you came along to help me carry it!"

They grabbed the two boxes of food and headed back to the theater.

Max decided to try to find out more about Fran and this Danny character.

"So, tell me more about Danny."

"Oy, where do I start? I started working for him after we started dating, and we dated off and on for about 6 years before he talked me into moving in with him. THAT didn't last long. I stayed about 2 weeks, I couldn't take his possessiveness and his temper."

"He's got a temper?"

Fran closed her eyes and took a deep breath. Why did she tell him that? "Yeah, it's not so bad now that I'm back at Ma's, but as soon as I moved out, he fired me. THEN, actually thought I'd go out with him. I can't believe I actually caved in and started going out with him again. Every time I start to move on, he sucks me back in."

"You must really love him, then, to put up with that." He looked over at her and saw the tears start to form in her eyes. He knew he'd crossed the line.

"No, that's what's so pathetic. I DON'T love him anymore, I'm not sure now if I ever really did. He's , I guess. I'm sorry. Maybe we should talk about something else." "Tell me more about your kids".

They walked slowly back to the theater, and by the time they arrived, Fran couldn't wait to meet the children she'd heard so much about.

"I'd love to meet them, Max, they sound wonderful!"

"I'm sure you will, I have an office at the house, and we'll be working from there quite a bit".

Fran smiled as Max held the door to the theater for her. She was really looking forward to working closely with this man....but what about that C.C.? She saw the way she looked at Max, yet, he didn't seem to return the admiring stares....and he still wore his wedding ring. She had some research to do before she let herself care for this man. Oy, he was so easy to talk to!

They entered the office with the two boxes of food and put it on the table. Max's box held the sandwiches, chips and drinks, while Fran's had all the foods that she had picked out. Todd dove right into Fran's box of food "Leave it to you to scope out the best kosher deli in town, Frannie!" He handed a package to C.C.. "Here, try this, it's great!"

She wrinkled her nose. "What is it?"

Todd through a glance over to his cousin and laughed. "Don't ask, just try it!"

She opened the wrapping and gingerly took a bite. "Oh, this is GOOD!"

Fran was busy unwrapping several packages. She lifted one particularly delicious smelling treat up to Max's mouth. "Try this". She saw the look on his face, and mimicked her cousin. "Don't ask, just TRY it!"

He looked into her sparkling brown eyes, and leaned in to take a bite, accidentally grazing her fingers with his teeth. She thought she was going to faint. His eyes lit up as he tasted the delicacy. The sandwiches went untouched as the four devoured the contents of the first box. Fran and C.C. seemed to bond a little, as Fran explained each item to her. They looked like a couple of school girls, laughing and chatting. He hadn't seen C.C. like this in years, not since she and Sarah used to sit and cut up like this. They finished their lunch and got back to work, but the mood remained light.

Todd looked at his watch. "Frannie, I've got to get to the other job, now. You gonna be O.K.?" Her eyes widened as she nodded. He told her he was leaving the job to her, but she was still nervous. "Max, C.C., I'll leave you in Frannie's capable hands!"

The rest of the afternoon went extremely well, Max and C.C. were impressed by Fran's designs, and her ideas for different scenes. Degree or not, she was a natural.

"Fran, you have any dinner plans tonight?" C.C. was rummaging around looking for a snack.

Fran reached into her purse and pulled out a package of cookies. She tossed them over to C.C.. "No, just going to go home and heat up a lean cuisine."

"Good, then how about having a girls night out. Do you like sushi?"

"Probably, I eat just about anything!"

"Just don't get carried away, you two. We've got a lot of work to do tomorrow. I thought maybe you'd both come by the house a bit early, maybe join us for breakfast." Max had a mock stern look on his face. Fran grinned playfully at C.C., then looked back at Max and pouted.

"You never let us have any fun!"

"Yeah!" C.C. chimed in. Somehow, the pout just wasn't as cute on her as it was Fran.

The playful mood was broken by the sound of Fran's cell phone. She made a face as she stared at her purse. She reached in for her phone, checked the caller ID, and set the phone down on the table. Max looked over at the phone, the ID said "Danny-Work".

"You're not going to answer it?"

Fran shook her head. The voice mail will pick it up. I told him I'd be working late." The phone stopped ringing for about thirty seconds, then started again. He was calling back. Fran ignored the phone and went back to her drawings. He called back a third time.

"Oh, for goodness sake!" C.C. reached over and picked up the phone. "Hello, no, this isn't Frannie. C.C.. None of your business."

Fran giggled and looked over at Max. "Boy, he's gonna be sorry he called now!"

"No, she can't talk right now, she's in a meeting. Late, we have a dinner meeting with a backer. Yes, she needs to be there. You know, you really are an unpleasant person. No, I don't think I WILL tell her you called. Oh, you MUST be joking, ME, go out with YOU? I don't THINK so! Does your mother know you talk like that? Look, Fran is busy, she's working, she'll call you later. I don't know how much later. Goodbye." She hung up the phone and slammed it down. "What a total moronic JERK! What do you SEE in him?" She looked over at Fran and saw the tears starting to form. "We definitely need to talk, girlfriend!"

Fran nodded. "Just never tell him where the theater is, or where the office is. I don't want him showing up and causing a scene."

C.C. placed a supportive arm around her new friend. "Just let him try it!"

Max watched the girls in total disbelief. He'd never seen this side of C.C. before. She and Fran were total opposites, not like her snobby high society friends. There was just something about Fran that made everyone feel close to her. No wonder Danny didn't want to let her go.

"Come on, Fran, let's call it a day. Maxwell, we're leaving, we'll see you in the morning for breakfast"

Fran smiled at him. "Will the kids be there?" She saw C.C. roll her eyes behind Max.

"Of course they will, I'm sure they'll love to meet you. We'll see you in the morning, then."

"Night!" The girls linked arms and headed out of the theater, leaving a stunned Max behind. What just happened here? C.C. was actually thinking of someone besides herself? She'd be a good influence on Fran. She's a strong woman, with a good business head, she'll have Fran on the fast track in no time. With C.C.'s business sense, and Fran's fashion sense, the two of them could make one hell of a team. He packed up and headed home, all the way, he couldn't stop thinking about Fran. He closed his eyes and could almost smell her perfume, hear her laugh. Only once before had a woman capitvated his thoughts like this. He went through the motions of dating, but none of the women he dated were anything like this. The others wanted to impress him, show him they were wife material, only told him what they though he wanted to hear. Fran told him everything. He knew more about her in one short day than he did about the two other women he'd been dating for three months. Get a grip, Max, she's a business associate. The cab pulled up to the house. Max wondered what new problems awaited him inside. He found Niles waiting for him at the door.

"Good evening sir. I trust your day went well?"

"It was a good day, Niles. We hired a new fashion designer, she's amazing."

Niles raised his eyebrows. "Oh, she IS, is she?" He hoped she wasn't another phony after the Sheffield money and name like the other women he was attracted to.

"Niles! She's a very talented designer. You'll meet her tomorrow, you'll see what I mean by amazing. She and C.C. actually went out to dinner on a 'girl's night' tonight! You should have seen them, they were like best friends by the time they left tonight! Almost like..." He stopped short, remembering the friendship C.C. shared with his wife. "They'll be here for breakfast in the morning, Niles. Please fix something special."

"Have anything particular in mind, sir?"

Max laughed, thinking of Fran's comment 'I eat just about anything'. "No, well, maybe some of your famous belgian waffles, fresh fruit, eggs, bacon..."

"How many people did you say were coming?"

"Fran enjoys her food, I just want to make sure there's a variety. You should have seen her at the deli! She was like a child turned loose in a candy store." His mind went back to her feeding him, the taste of her fingers in his mouth.

"It sounds like someone made quite an impression." Niles was grinning from ear to ear. He hadn't seen his friend like this in many years.

"You'll understand when you meet her, Niles." He looked around. "Where are the children?"

"They're up in their rooms doing their homework, sir. Miss Jenkins is upstairs with them."

"Very well, I'll take my dinner in the office, I've got a lot of work to catch up on."

"Yes, sir." He hated to see him employer spend so much time buried in his work. It had been that way since Sarah's death 4 years before.

Meanwhile, C.C. and Fran were on their way to Fran's so she could change. C.C. looked around the modest apartment. This place didn't look like Fran at all.

"I thought you were going out with Danny tonight!" Sylvia stood facing her daughter with her hands on her hips.

"No, Ma, I told him I'd try to call him, IF I didn't get home from work too late."

"Well, you're home from work, and you haven't called him!"

"Oh, Mrs. Fine, this is a business dinner, we're meeting potential investors." C.C. decided to come to Fran's rescue.

Fran took that opportunity to slip into her room and get changed, leaving C.C. to chat with her mother. She emerged a few minutes later, looking dressed to kill.

"Ready, C.C.?"

C.C. couldn't wait to get away from that apartment. "Absolutely!"

They stopped at C.C.'s penthouse so she could change, then they were off to dinner, then hit a couple of clubs for some dancing. C.C. used the time to get to know Fran better, and got Fran to open up to her about her history with Danny.

"It sounds like your mother isn't much help. She actually likes this guy?"

"She likes ANY guy that I go out with more than once. She's been after me to get married for the last ten years." Actually, she doesn't know everything that went on with Danny. Before today, only Todd and my best friend, Val, knew."

"Why don't you just tell her?"

"Oh, I don't know...the worst of it happened two years ago. I just don't want to get in the position of letting it happen again, which means NOT moving back in with him, and NOT getting too involved with him. He just can't get it through his head that I only want him for a friend."

"Some friend!"

The girls continued dancing and talking until they heard the last call.

"Oh, dear, it's two in the morning! Max will kill me for keeping you out this late!"

"What, he's not my father!" She laughed. "This was really fun, we should do it again!"

"We'll call your friend, Val, next time!"

"I don't think you're ready for Val, C.C.! She's more of an acquired taste!" The girls had a good laugh as they headed for their cab. The driver dropped C.C. off first, before heading for Queens. Fran paid the driver and headed up the stairs to her parent's apartment. "Oy, I need a car!" She headed up the hall, and as she reached into her purse for her key, she heard a familiar voice.

"Where ya been, Frannie?"

This was the absolute last person she wanted to see tonight. "Danny, I'm tired, and I have an early meeting in the morning."

He blocked her path. "Where were you? I called your phone a million times."

"I turned it off, the meeting ran late, then C.C. and I went to eat." She had no idea why she was explaining herself to him.

"It's almost three in the morning!" He took a step forward and grabbed her by the arm. "You were supposed to call me!"

She pulled her arm free and pushed around him. "I told you I'd TRY to call you IF I wasn't too late. Now go home, I gotta get some sleep!" She put her key in the door and turned the lock.

He pushed up behind her and breathed into her ear. "Aren't you gonna invite me in? Your folks are asleep."

She opened the door and slipped in, blocking the door with her foot. "No, I"m not! I'm goin' to bed. Now GO HOME!" She shut the door and turned the locks. "Oy, I gotta get outta here!"

She took off her make up and collapsed into bed. She felt like she'd just fallen asleep when the alarm went off in the morning. Her phone was already ringing as she stepped into the shower. She checked the caller ID, luckily, it was C.C..

"Good morning! Just wanted to make sure you're up"

"Thanks. I'm just getting in the shower. I'm up, just don't know how awake I am. Danny was waitin' for me when I got home".

"You O.K.?"

"I will be, as soon as I get outta here. Maybe I can find a place I can afford in Manhattan, at least I'd be closer to work."

"I'll ask Maxwell if he knows of anything, maybe we can find you a cheap sublet until you can save up some more money. I'll see you when you get here, you know how to find the house, right?"

"I'm taking a cab, should be no problem. See you soon!"

She stood in the shower and let the cool water flow over her. After a few minutes, she felt a little more awake. She looked in the mirror as she was drying, and saw fresh bruising on her arm, where Danny grabbed her the night before. "Oh, now, THAT'S attractive!" She dressed quickly, curled her hair, and put on light make up while the rollers were in. She grabbed her jacket and stepped into the living room.

"Frannie, Danny was looking for you last night. Did you ever call him?"

"No, Ma, but he was waiting for me when I got home." She rubbed her arm.

"Oh, so you talked to him then. So, when are you moving back in with him?"

"What? NEVAH, Ma! I tried that once, it didn't work!"

"That was a long time ago, sweetheart, I'm sure things have changed."

She pointed to the bruises on her arm. "Yeah, they've changed, all right..for the worse! This is what happens when he doesn't get his way!"

Her mother looked thoughtfully at her arm. "Well, dear, you've always bruised easily."

"Oy, Ma! This isn't the first time he's done this! You wouldn't listen to me then, either! I have to go, I'm expected for breakfast."

"Fran, what if he calls, where can he find you?"

"He can't. I don't want him coming to find me at work. I'll be working at both the office and the theater, and I don't want him either place. Now, I gotta go, I'm gonna be late!"

She grabbed her jacket, purse and briefcase and headed downstairs. She was grateful to catch a cab quickly, and she was across the bridge in no time. The cab pulled up in front of the Sheffield mansion at 10 minutes till 8am. She rang the bell, and the door was answered by an extremely attractive blond man.

"Good morning, I'm Fran Fine, Mr. Sheffield is expecting me."

Niles smiled as he invited her in. She was just as Mr. Sheffield described, and more.

"Good morning, Miss Fine, I'm Niles, the butler, may I take your jacket?"

Miss Fine. Wow, was this for real? He took her jacket and placed it in the closet, then showed her into the living room. About that time she heard a loud racket behind her, and turned around to see the three children running down the stairs, followed closely by their nanny. The children continued running into the living room, and stopped abruptly when they saw Fran.

"Who are you?"

Fran smiled at the inquisitive boy. "You must be Brighton. I'm Fran. Fran Fine, I work with your dad and C.C.." She looked at the girls, oh what were their names? Oh, yes. "Let's see, Maggie and Grace, right?" The girls simply nodded. Max entered from the office.

"Fran, good morning! I see you've met the children."

"Yes, we were just getting to know each other. Max, they're adorable!" Nanny Jenkins let out a snort behind them. "What, they're not?"

The nanny didn't address her, just ushered the children into the dining room.

"Well, isn't she just a ray of sunshine!"

"I don't see her lasting too very much longer. My children are very rough on their nannies."

"Maybe you just haven't found the right nanny yet."

"Hello, hello! How did you get here before me?" C.C. breezed into the living room.

Fran smiled at her new friend. "Just lucky, I guess, I was sure I was going to be late, since Ma gave me the third degree this morning about you know who".

C.C. reached out and touched Fran's upper arm where the bruise was. "Oh, gee, I can't imagine WHY!"

She lowered her voice to almost a whisper. "I wish that was why. She was mad 'cuz I didn't call him last night, NOT because he waited outside my door and manhandled me. Get this, Ma said I bruise easy. Oy! I can't go through this again with him!"

Max watched the exchange between the women, wondering what they were talking about. "Ready to eat, ladies?"

Fran's eyes lit up. He loved the way the mention of food excited her. "Yes, I'm famished!" He led the way to the dining room, where the children were waiting.

Max expected the children to begin their usual fighting, but as soon as Fran started talking to them about school, hobbies, food, they opened up and the four of them sat and chatted like old friends. Max jumped in where he could, amazed that his children were actually communicating like a real family. He tried to remember the last time they'd been like this. It was their last breakfast with Sarah. That was the last time they'd acted like a family. Now, this amazing stranger had charmed her way into his children's hearts. She just seemed to know what to say to them. When it was time for the children to leave for school, they rushed to hug their new friend.

"Will you be here when we get home, Fran?"

"I'm not sure, Gracie, if we're still working, I will be". Fran tossed a quizzical glance towards Max.

"Please?"

Max stepped in to reassure his youngest. "Of course, she'll be here, sweetheart".

Grace hugged Fran tightly, then moved to her father. "Bye, Daddy!"

The kids left for school, leaving the adults to finish breakfast. "I can't remember a noisier meal in this house, Maxwell! What got into those children this morning?" C.C. was obviously irritated.

"What, they were just being kids! That was noisy by you?"

"Fran's right, C.C., I was just thinking how nice it was to see the children acting like a real family again. I haven't seen Grace that animated in a long time, and Brighton didn't play any tricks on his sisters this morning."

C.C. threw down her napkin and got up from the table. "Are you two done, we have a lot of work to do." She headed off to the office.

Max stood up and got ready to follow her. "Niles, we'll take our coffee in the office. Take your time, Fran, enjoy the rest of your breakfast."

Once Max had left, Fran turned to Niles, who was busy clearing the rest of the table. "O.K., dish, Niles, what's really up with C.C., why did she get so upset?"

Niles looked around before answering quietly. "She'd like to have Mr. Sheffield all to herself, but you didn't hear it from me." Seeing the look on her face, he added, "but Mr. Sheffield prefers a more down to earth woman, but you didn't hear THAT from me either."

She grinned at him. "Thanks, Niles! I'd better get in the office before Max fires me!"

When she got into the office, Max and C.C. were deep in conversation. They got busy with the plans for the new play, and never paid attention to the time until Niles came in with lunch. Fran's phone rang three different times, each time it was Danny, so she finally turned it off again.

"Isn't that what got you into trouble last night?" C.C. looked concerned.

Fran rolled her eyes. "He has no right to know where I am every minute. He lost that right two years ago!"

Max looked up. "What happened last night? I thought you two went out and had some fun. What's this about trouble?"

C.C. darted her eyes to the injury on Fran's arm. Max's eyes carefully followed her glance, until he located the marks on her upper arm.

"Nothing, it was nothing."

"That doesn't exactly look like nothing. Is that what you meant when you said he has a temper?"

"Believe me, this IS nothing." "I just have to avoid him for a while, and convince my mother to quit trying to push us together."

Max looked at C.C., who nodded an encouragement to him. "Fran, why don't you stay here in the guest room for a while? It actually makes a lot of sense, you'll be working out of the house quite a bit, and you'll have access to the limo to get to the theater."

C.C. chimed in. "You will also have two men here to keep Danny from seeing you, if that's what you want." "You also won't have to take a cab from Flushing every day".

Fran looked shocked. Move in here? "Are you sure? I mean, you both hardly know me!"

C.C. took her hand. "We know enough. Come on, it'll be fun. You'll be on my side of town, we can do girls night all the time!"

Max decided to play his last card. "I think it would also be good for the children. They seem to enjoy being around you."

Oh, he played dirty. "Well, if you're sure". She wasn't sure if she was going to be able to handle living under the same roof as this man, but she was sure going to give one hell of a try.

"Good, it's settled then. If you're done with your lunch, why don't I have Niles drive you to your mother's and collect your things, while Danny is still at work."

"You're the boss!"

Sylvia was less than pleased with the arrangement. "You just met the guy, and you're moving in with him?"

"I'm moving into the guest room, Ma!"

"What about Danny?"

"Ma, g'nug already with Danny! We are not together, we are not gonna be together. I want someone who treats me with respect, who loves me, and only me. That is nevah gonna be Danny Imperiali."

Niles appeared at the door to help carry the luggage downstairs. "Ma, this is Niles, Niles, my mother, Sylvia Fine"

"Charmed, Mrs. Fine." "Miss Fine, do you have everything you need?"

"I think so, Ma can always bring me anything else if I've forgotten it." She hugged her mother. "Remember, Ma, do NOT give out my address or phone number. I don't want Danny showing up over there."

"I still think you are making a mistake, darling".

"I'll be fine, Ma! Max is right, it makes sense, I'll be working at the house, and be able to use the limo to get around. Trust me, ok?"

The phone rang as Fran was leaving, as she closed the door, she heard enough to know it was Danny. "No, she's not here, she moved out. No, I don't know her address yet. Yes, if she calls, I'll tell her to call you." Good girl, Ma. Fran closed the door, and headed back across the bridge.

The limo pulled up at the mansion just as the Sheffield children were arriving home from school. Niles started taking her things upstairs, while Fran greeted the kids. Fran took a break from work and had a snack with the kids in the kitchen, listening to the stories of their day at school. Max came into the kitchen, and found the four of them laughing at the kitchen table. As he stood pouring his juice, he listened to all of them laughing and joking, talking about what happened during the day, and he suddenly realized that he'd been missing all this. He'd turned his children over to the nannies, and all but shut them out of his life, rather than deal with them without Sarah. He took his drink over to the table and pulled up a chair. He soon found himself laughing and joking with his children, he was getting to know them all over again.

This started to become a daily ritual. Max took a break from work at three, and he and Fran sat in the kitchen with the children. C.C. started to feel like an outsider. She didn't feel comfortable with the children, and Fran was spending more and more time with them. On the evenings when Max had a date, Fran would make popcorn and watch movies with the kids. Girls night out became a thing of the past.

Two weeks after Fran moved in, Nanny Jenkins walked out. Brighton staged one of his famous fake suicide attempts, and his nanny promptly packed her bags and quit. Max was out with Laura, or was it Stephanie, Fran couldn't keep track, so she waited up for him to tell him of the news.

"I'll have Niles call the agency in the morning, it was sweet of you to wait up to let me know."

"Oh, no bother, it was hard to sleep tonight, anyway. I was thinking of watching a movie."

"I could use a movie to relax a bit, mind if I join you?"

"No, not at all. I'll pop some popcorn, why don't you go upstairs and get comfortable."

Max went upstairs and put on his pajamas and robe, then came downstairs to find Fran already flipping the channels. "Anything good on?"

"What are ya in the mood for, comedy, drama, romance?"

The decided on a comedy, and sat munching popcorn and giggling like a couple of teenagers. Halfway through the movie, Max felt Fran's head fall against his shoulder. She'd fallen asleep. He was actually pretty tired himself ,but found himself wanting to be with her just a bit longer. She adjusted herself in her sleep, moving her head to his chest. He hated to wake her, but knew if he fell asleep, they'd be there all night.

He shook her gently, rubbing her arm. "Fran, Fran, wake up, time for bed."

She cuddled up closer to him. "Mmmmm hmmmm..." She buried her face in his neck.

Max got up slowly and scooped her up in his arms. He carried her to her room, and deposited her in her bed. He carefully loosened her robe before covering her with her quilt. She looked so peaceful. He brushed a stray hair off her face, and admired her beauty before turning off the light and closing her door. He went to his room and took a cold shower before heading to bed that night.

Fran woke up late the next morning. She could hear the kids laughing and running in the hall. She didn't remember coming to bed. Last thing she remembered, she was watching television. She pushed back the quilt, and realized she'd slept in her robe. Then she realized what had happened. Max had helped her to bed. She jumped up and brushed her hair and teeth before hurrying to help the kids get ready. With no nanny, Gracie was going to need some help. She got the kids downstairs right as Niles was serving breakfast. Max hadn't come down yet.

"Nice robe, Miss Fine!" Niles had an amused look on his face.

"Well, I didn't have time to get myself dressed. No nanny, you're cooking, Max is sleeping, someone had to get these kids ready!"

Max walked in about that time, and overheard the exchange. I didn't mean to oversleep, someone kept me up rather late last night." He smiled at Fran. Niles rolled his eyes, assuming Max was referring to the latest gold digger he was dating.

"Thanks for getting me upstairs." Niles stopped in his tracks. He must have missed something last night.

"No problem, you were so tired, I couldn't wake you up. I hope you don't mind, I didn't think you wanted to sleep on the sofa."

"No, not really, my bed is so much more comfortable!"

Max's mind started to wander. He was thinking about how his own bed was even more comfortable than the bed in the guest room, and how comfortable they would both be lying there together after...

"Max? Did you hear a word I said?"

Max was snapped back to reality by the sound of Fran's voice. "I'm sorry, Fran, I must be more tired than I thought, what were you saying?"

She glanced over towards Maggie. "I was telling about the date that Maggie was asked out on".

"A date? Absolutely not. Margaret, you're only 14!"

"Dad, it's just a movie! There'll be other kids there."

"Maggie, the subject is closed. I'm not letting you go to the movies with some boy!" He threw down his napkin and stormed out of the dining room.

Fran watched him leave. "Finish your breakfast, kids, I'll be right back" She got up and followed Max into his office, shutting the door behind them.

"Fran, I know she sent you in here to work on me, but my mind's made up, she's not going!"

She walked over and sat on the corner of his desk. "If you would have let me finish in there, instead of blowing up, you would have heard that I agree that she's too young to be on a date by herself."

"Good, wait, why do I hear a 'but' coming?"

"Because you're getting to know me pretty well...she's too young to be by herself with a boy, BUT, what if we went to the same movie, and sat a few rows behind them. I already mentioned the idea to Maggie, and she's all for it. She said she'd feel better with us close by, see, even SHE knows she may not be ready for this!"

"So, is this your way of asking me on a date?"

Fran blushed. This was not her idea of a perfect first date, but what the hell. She decided to jump in with both feet. "Yeah, I guess I am!"

He stood up and moved a step closer to her. "So, when is this date supposed to take place?"

She licked her lips, he was close enough she could smell his cologne. "Friday, I'll ask Niles to watch the younger kids". She spun around and hopped off the desk. She had to get out of here, her head was swimming. "I'll go tell Maggie the good news, you want me to bring you some coffee when I'm done?"

Max was also having trouble concentrating. No other woman effected him like she did. "Yes, I'd love some."

Fran returned to the dining room to fill Maggie in on the details. She was still surprised by Max's reaction. A date? Oy! She poured Max a cup of coffee, and asked Niles to bring a fresh pot into the office for them. When she returned to the office, C.C. had arrived, and they were already heatedly discussing the upcoming backers party. She handed Max his coffee.

"Thank you, sweetheart." He continued his discussion with C.C., never realizing what he'd said. Fran stopped short for a second, then, without missing a beat, grinned and responded "You're welcome, darling!" as she headed out the door. C.C. stopped cold. What had just happened here? Sweetheart? Darling?

"Maxwell!"

"What is it, C.C.?"

"What's with this 'sweetheart and darling' stuff?"

"What ARE you talking about?"

"Just now, you called her sweetheart!"

"Did I? When?"

"When she handed you your coffee! Come to think of it, why is she still in her robe and slippers? What's going on here?"

"She's not dressed because she's been taking care of the children all morning. The nanny quit last night. Brighton staged another fake suicide. So, until we can hire another nanny, Fran's agreed to help with the children."

"You still didn't answer my other question. Is something going on between you and Fran?"

"C.C., if there was, it would be none of your business. She lives here, we see each other every day, we're becoming close friends. If more that than arises, it will be between Fran and myself, understood?"

C.C. understood all too well. She knew the women he'd been dating, and she despised them. She knew they were out to marry up, and Maxwell Sheffield was about as 'up' as they could get. Fran, on the other hand, was a different story. She didn't seem impressed by Max's money or stature. If something was brewing between the two of them, she could get it out of Fran. C.C. had loved Max for years, even before he married Sarah, but he'd made it clear to her that she would never be more than a friend and business associate. She loved him enough to want to see him happy, and from what she'd seen over the last few weeks, Fran made him AND the children happy. She decided right then and there, if she couldn't have Maxwell, she was going to make damn sure her friend did.

"Understood, Maxwell."

Fran saw the children off for school, and headed upstairs to change. She was still trying to figure out exactly what happened in the office earlier. First, he'd almost dared her to call accompanying Maggie to the movies a date, then called her 'sweetheart' as if it were the most natural thing in the world. She got dressed and headed to the office. She'd have to talk to C.C. later, get her take on this. As she got to the office door, she could still hear them arguing about the backer's party.

"Maxwell, if you insist on taking a date to this thing, it should be Fran. She knows the theater business, and she's not likely to say something stupid and cost us money. She's got a stake in the next show, too!"

Fran decided that she'd better get in there before they killed each other. What was C.C. doing, anyway? "Knock, knock! You know, they can probably hear you two across the street!"

Max softened when she walked into the room. "Oh, perhaps you're right, C.C., maybe Fran would be the better choice."

She grinned as she opened her laptop. "Oh, so I'm second choice, am I? What if I'm not available?"

"What do you mean, you're not available?" Max looked concerned.

Fran looked at C.C. and laughed. "He just can't take a joke, can he? I"m all yours, when is this thing?"

"Saturday night".

"Oooh, a date with a handsome producer two nights in a row. People are gonna start to talk!"

Max blushed, and C.C.'s eyes brightened. So, there was something going on after all! She had to find out about this other date they had planned.

Later, when they were alone, Fran explained that they were going to the movies to keep an eye on Maggie and her first date, and how Max turned it into a date for the two of them.

"Are you sure you're o.k. with this, C.C.? I mean, I know how you feel about him."

"You and Max are two of my best friends. If it was anyone else but you, I'd scratch her eyes out. But you don't belong with guys like Danny, and Max doesn't belong with the gold digging tramps he's been going out with. Go for it, Frannie! You're here all the time, you love his kids, his kids love you, you've got an edge over every other woman he dates!" C.C. hugged her friend. "I have a feeling you fell into his life for a reason."

Friday night came, and Fran wasn't sure what to wear. She peeked into the hall and saw Max wearing blue jeans. Good choice! She pulled on her jeans, and picked out a light sweater. Perfect, casual, doesn't make her look too eager. She dabbed on her perfume, gave her make up one last check and headed down the stairs.

When they got to the theater, it was obvious the girls had picked the movie. It was the new comedy-romance, bordering on a total chick-flick. A perfect make out movie. Even though the night out was her idea, Max refused to let her pay for anything. He bought them a large tub of popcorn, a couple of sodas, and, remembering her penchant for chocolate, some raisinettes. They settled in a few rows behind Maggie and her friends. They sat in the darkened theater, sharing the tub, exchanging glances when their hands met in the popcorn tub. Max couldn't concentrate on the movie, he found himself constantly staring at the beautiful woman sitting with him. Fran put the now empty tub on the floor, and leaned over on the arm rest, only to find Max already there. As she pulled back, he gently took her hand in his, intertwining their fingers. He had to keep fighting the urge to lean over and kiss her, remembering his daughter was only a few feet away. Halfway through the movie, Fran sat upright in her seat, eyes fixed on Maggie's row. She pulled a raisinette out of the box and skillfully threw it at the head of Maggie's boyfriend. He pulled back from Maggie and looked around. Maggie looked back at Fran and smiled.

"That oughtta settle his hands down!" Fran leaned over and whispered to Max. "Don't worry, daddy, everything's fine now."

She never ceased to amaze him. He thought he'd been keeping an eye on his daughter, but Fran had a better eye than he did. After the movie, the kids wanted to go to the diner for burgers, so the adults tagged along once more. Max watched his date devour her burger like she hadn't eaten in days, and wondered where she put all that food in her thin frame. Afterwards, on the ride home, she snuggled up next to him and dozed on his shoulder. He woke her about a block from the house, so he wouldn't have to carry her again. They kissed Maggie goodnight, and watched her bound up the stairs.

"I'm glad you talked me into this tonight, Fran. Look how happy she was."

"A first date's a big deal for a girl" She was walking around, turning off lights, and met him at the bottom of the stairs.

"Yes, first dates are very important." He slid his arm around her waist and kissed her gently on the lips. They looked into each other's eyes for several seconds, then kissed again, this time a bit longer. "Fran..." He pressed his mouth hard against hers, nipping at her lower lip with his teeth. She sighed gently as his tongue pushed deeply into her mouth. Fran pulled him tighter to her and deepened the kiss. She felt her knees going, thought she was going to faint. Max backed her up against the wall to steady her, and pushed himself into her. Neither one wanted this kiss to end. She pulled her mouth away from his, putting her head on his chest, trying to catch her breath. No kiss had ever effected her like this before. He stroked her hair gently, then reached behind her neck to pull her back to him again. She wrappped her arms around his neck, and ran her fingers through his thick hair. Her brain was turning to mush, she wasn't thinking clearly. She had to breathe again. She tilted her head back, and he ran his mouth down her throat. Her head cleared just enough to know this had to stop. It was too soon, and the children were home.

"Max, we can't." She heard a low growl come from his throat as his mouth moved over her.

"I know." "I don't want to stop".

"Neither do I, but.." she looked up the stairs, and his mind finally started to clear.

"The children". She nodded He leaned forward and kissed her gently one last time, then took her hand. "Come on, I'll walk you home." He walked her to her door, where he held her tightly.

"I had fun tonight, Max, thanks for the movie."

"Can I see you again?" His teasing eyes were dancing.

Two could play that game. "Sure, how about breakfast?"

He kissed her forehead. "Breakfast, it is. Oh, and, wear that lovely lilac robe! Good night, sweet dreams!"

"Night, Max!" She slipped into her room and collapsed on her bed. Max headed to his room for yet another cold shower.

Fran slept fitfully that night. She woke up several times and found it hard to get back to sleep. It felt so good being in his arms, but she also knew that things were moving way too fast. She found him terribly handsome, incredibly sexy, but she wasn't the type to jump into bed with a man that she didn't love, and that didn't love her. And she knew he didn't love her. He couldn't, not when he still sees other women. She'd been down that road before, and she knew the familiar signs. She also knew she was starting to have feelings for him that went beyond friendship. He was everything she'd always said she wanted in a man, caring, respectful, honest, but they were from completely different worlds, and, if his relationship with C.C. was any indication, she was always going to be just a business associate. She just had to keep her distance. Oy, and she had another date with him. Hopefully, he'll be so busy schmoozing backers, things won't heat up again.

After a restless sleep, she still was able to get out of bed before the children. She stood in the shower, letting the hot water course over her, trying to get herself awake. The smell of fresh coffee was making its way up the stairs. THAT'S what she needed! She finished in the shower, pulled on her short lounging pajamas, and her lilac robe, as requested. No, she wasn't going to do that. She'd dress casual, as she didn't have to go to the theater today. No sense sending the man a message that he could just snap his fingers and she'd be his. She decided on her jeans and a crop tee shirt, nothing too sexy. She curled her hair and pulled it up out of her face, applied her makeup, and headed downstairs.

"Niles, you are a lifesaver!" She poured a large mug of coffee and plopped down on the kitchen table.

"Late night last night, Miss Fine?"

"No, just didn't sleep well." She really didn't want to go into the reasons with him. "I don't have much work to get done today, so once the kids go to school...wait, it's Saturday, isn't it? Oy!"

"I can look after the children if you need a nap."

"No, I need to go shopping for a new dress for the backer's party tonight. C.C. convinced Max to take ME...I've never been to one of these things."

Max pushed slowly through the kitchen door. "Good morning!" He patted Fran on the arm as he headed for the cupboard for a cup. Did I hear you say you were going dress shopping?"

"Yeah, I really don't have anything formal enough for this party tonight, thought I'd hit the sales."

Max pulled a credit card out of his wallet. "Here's my business credit card. Buy yourself something smashing. I really want you to wow the investors tonight."

She didn't like the sound of that at all. He wanted to pay for an expensive dress for her? "Max, I don't think..."

"Fran, this is a business dinner, you are a large part of the business, and you WILL be a part, for at least the next three shows. Let the business buy you the proper attire to help the business make money" He saw the look on her face. "No ulterior motive, it's strictly for the business." Let her think that, he was dying to see her all dressed up. Her looks would definitely be an asset to the business. He knew that when he arrives with C.C. on one arm and Fran on the other, the backers will be tripping over themselves. He held out the card to her. "Please?"

She stared at the card for a minute. She sighed. "O.K., you're the boss!" She snatched the card from his hand. "What's the limit on this thing?" She smiled broadly. "Well, I was thinkin' a new dress is going to need some new shoes, and I'll need a new bag to go with the dress and shoes, and..."

"Buy whatever you like, as much as you like. There will be many more backers dinners, opening nights, fundraisers, you'll want to have clothes for those, too."

"You may be sorry you said that!" She grabbed a muffin and her coffee and headed up the back stairs. She couldn't wait to hit the stores. She also loved making him sweat! She would pick up a couple of dresses, some new shoes, she wanted to make sure all attention was on Sheffield productions tonight!

She was at the mall as it opened, hit Loehmann's first, and scored two fantastic dresses, and a pair of shoes that went with them both. Then went purse shopping, and was done by noon. She still had time to go home, take a short nap, and and be ready to knock the backers dead!

At 6:00 Max was waiting at the bottom of the stairs. "What can be keeping her, Niles? We still have to stop and pick up C.C.!"

"Would you like me to go up and move her along, sir?"

"No, that won't be necessary, Niles, I.." He looked up and she was standing on the landing. She was wearing a black beaded dress, which hung the the floor. It was slightly off the shoulders, and her hair was pulled up, and falling in ringlets around her face, and cascading down her back. She was a vision. As she descended the stairs, he could see the dress had a slit up the back. "Whatever you spent today, it was well worth it!"

She smiled and lowered her eyes. "You like? Don't worry, there's plenty of room left on your card. I found an amazing sale!"

He took her hand as she stepped from the stairs, then kissed it gently. "You are beautiful! Ready to tackle the backers?"

She took a deep breath. God, he looked amazing in his tux! "As ready as I'm ever going to be. Is C.C. meeting us there?"

"No, we'll pick her up in the limo on the way." He offered her his arm, and they were on their way.

All eyes were on the trio as they entered the room. Everyone was familiar with Maxwell and C.C., very few of them had ever seen Fran. They were shown to their table, and Max ordered champagne for the three of them. As Fran lifted her glass, C.C. could see her hand shaking.

"Frannie, it's allright, calm down. They aren't as bad as they look!" C.C. patted her friend's hand.

"They LOOK like a tank of hungry sharks!"

"Don't worry, just answer questions about the show, dance with them if they ask, and just be yourself. You know, smile, flirt a little."

"She does NOT need to flirt, C.C.!" Max looked sternly at his partner, then at Fran.

"You do NOT need to flirt! Just smile, be yourself, if there's a question you can't answer, direct them to C.C. or myself. And save me a dance or two." He smiled reassuringly as he spoke to her.

Fran decided to test the waters a bit. She batted her eyes at Max. "You don't like it when I flirt?"

He leaned over and put his lips to her ear. "Only with me!" She leaned the side of her head on his forehead as he spoke, then looked up at him with her eyes dancing.

"I'll have to remember that." Oh, why did she say that? Why was it so easy to relax with him?

C.C. watched them with amazement. They looked so comfortable together. She hadn't seen Maxwell like this since Sarah was alive. She remembered the days of their courtship, how they laughed and flirted. Much like he now flirted and laughed with Fran. She was going to lose him again, and to another friend. This time, she wasn't going to create diversions, find things to do that would take her friend's focus from her relationship. If she hadn't interfered with Max and Sarah, they would have married much sooner. When Sarah realized what was happening, their friendship was forever changed, she didn't want that to happen again.

After a delicious meal the band started to play. C.C. leaned over to Max and nudged him. "Ask her to dance!" As Max turned back to Fran, one of their regular investors was at the table, taking her by the hand. Fran glanced over her shoulder at Max as she was led out onto the floor. Max watched glide around the floor, laughing and talking. As the song ended, Fran found herself in the arms of another partner. She danced song after song, until the band finally took a break. Several of the investors approached Max, complimenting him on his taste of associates, and presenting him with checks. As the band stopped for a break, so did Fran, and hurried for the ladies room. Max was waiting for her as she emerged.

"You are amazing!" He stepped forward and pulled her close. "We have made an indecent amount of money tonight, all due to you! You put such a spell on men." He looked deep into her eyes. "On one man in particular". He leaned in and kissed her gently, then took her hand to lead her back to the table. "Save me the next dance?"

She squeezed his hand. "Absolutely!" As hard as she was fighting her feelings, she was dying to be in his arms. They sat down and she shared everything discussed on the dance floor. Max and C.C. were thrilled that Fran was so comfortable with the business aspect of the company.

As the band started back up, Max took Fran's hand and led her to the dance floor. He held her close and looked into her eyes, and the world seemed to disappear around them, as they moved to the soft music. Max would apply quick kisses to her cheek, and she would rest her head on his shoulder, kissing it softly. They became more and more relaxed as they danced, never leaving the floor until the band took it's second break. By this time, they were holding each other as close as possible, swaying slowly, they never heard the music stop. It was C.C.'s joking that made them come back to earth.

"Hey, you two, get a room, would ya?" They looked at C.C., then questioningly at each other. "Hey, I was kidding!"

They stood staring at each other for a full minute. It was at this moment they both knew. This was beyond simple sexual attraction. They were falling in love.

The three of them returned to the table, and found that C.C. had also gotten backing from several investors. This was a very profitable night for Sheffield Productions.

"What do you say we call it a night, ladies?"

"Are you sure, Maxwell, Fran was doing so well with the investors!" She smiled at her friend.

"It was actually much easier than I thought, most of them are very nice. I am a little tired, though."

"Let me say goodnight to a couple of people, then I'll get your wraps." Max left the table to mingle with the men.

C.C. grabbed Fran's hand. "O.K, girlfriend, dish!"

"What?"

"Come on, Fran, you know what I mean. You and Maxwell, that dance, those looks, and I SAW him kiss you earlier!"

"C.C. this is all so fast! I've only known him a couple of weeks, how could this be happening?"

"I've seen it happen before. One time, about 15 years ago. The couple met, fell in love, married three months later. They would have married earlier, if their jealous, meddling friend hadn't interfered."

"What happened to them?"

"Well, they married, had three beautiful children, built a successful production company, and lived happily ever after, until 4 years ago, when the wife was killed in an accident."

"Max and Sarah?" C.C. nodded. "But C.C., he's not ready to settle down! He's still dating! I've been down that road before, and I didn't like it. Well, it's not like before, Max has always been totally honest with me. But how can I live there, AND date him? It will totally confuse the children. He and I will be together, then he goes out for a date with someone else?"

"Don't you DARE think about moving out. You have home field advantage, here! Use that! You are there with him, and the kids, like a real family."

"I will NOT use those children! I love those kids like they were my own already. They've already lost their mother."

"God, you sound like Maxwell, now. That's been his excuse for 4 years! I'm worried about the children! Don't you understand, YOU are the first woman he's been interested in that has even MET the children! Sally and Lucy have never been to the house!"

"Who are Sally and Lucy?"

"Oh, whatever their names are!"

"Stephanie and Laura?"

"Yeah, yeah, yeah..you get my point?"

"He's coming back, change the subject!"

"Ready to go, ladies? The limo is out front." He led them outside and helped them into the limo. C.C. made sure she sat further towards the front leaving the large back seat for the couple. Max slid in next to Fran and slid his arm behind her. She laid her head on his shoulder and yawned.

"I guess I"m more tired than I thought! I haven't been out dancing like that in a long time!"

"You and C.C. went out clubbing last week."

"Different type of dancing. I didn't have to think, or have my guard up being held close. I never slow dance when I go clubbing."

"Good!"

She looked up at him and smiled. He was jealous! That was so adorable! She lifted her head and kissed his cheek.

"What was that for?" He leaned his head down against hers.

She sighed. "For caring." She quickly wiped away the stray tear that found it's way down her cheek. No one had ever cared enough about her to be jealous.

The driver stopped at C.C.'s building, and Max walked her up to her penthouse.

"It's happening again, isn't it, Maxwell?"

"What's happening, C.C.?"

"I watched it happen 15 years ago with you and Sarah, and I fought it, and I got in the way. I just want you to know that it won't happen this time. You deserve to be happy, Fran deserves to be happy. These last years have been hell for both of you."

"I know, I feel it, too. I think she's fighting it, she's so afraid of being hurt again. I don't know what I can do to reassure her!"

"I can think of TWO things you can stop doing, that might help!"

"What are you talking about?"

"Those two gold digging bimbos that you are seeing. Fran's worried about starting anything with you, while you are still dating anyone, especially with her living there. She afraid of confusing or hurting your children."

"She actually told you that?"

"She didn't use the term 'gold digging bimbos', she's too nice for that. But she IS worried about the kids, if you two start seeing each other, the kids are going to see that, and then what will they think when Daddy goes out on a date and leaves the person they see as Daddy's girlfriend at home alone?" Looks to me like you are looking for the best of both worlds, Maxwell, you have Fran at home, cooking, cleaning, taking care of the kids, giving you emotional support, helping with the business...just like a wife. Then, you go out and play free and easy bachelor with the girlfriends. You aren't being fair to any of them!"

"C.C., Fran and I haven't even started a relationship yet, well, not really."

"You're falling in love with her. I've seen you with other women, you look at Fran like you looked at Sarah. Before you push anything with Fran, you need to decide exactly what it is you want. I don't want to see either of my friends hurt!"

"You're right. About everything. You've always been a good friend, C.C., I don't know what I'd do without you." He kissed her on the cheek before heading down to the limo.

He climbed inside and found Fran sleeping on the seat. He lifted her gently and placed her head on his chest. He watched her sleep the rest of the ride home, listening to her regular breathing, watching the faces she made as the limo hit a bump in the road. C.C. was right. He was falling in love with this woman. He leaned his head down and kissed her gently, she stirred slightly, moving her head enough to make her lips more accessable. He lifted her head a bit more and kissed her lips, using his tongue to open her mouth slightly. She moaned gently and responded to the kiss, by meeting his tongue with her own. He slowly leaned back on the seat, pulling her on top of him. She was totally awake now, and ran her hands through his thick black hair. His hands explored her back, finding their way to her neck. His fingers found her zipper and slowly lowered it, making the bare skin of her back accessible to him. His mouth moved from her lips to her throat, her chest, her shoulders. She couldn't believe how incredible he was making her feel. She started working his tie, and opening his shirt. She wanted to taste his skin. She moved her mouth over his neck and chest, biting and licking as she went. His hands moved down her back, then to her hips, pulling her closer, moving against her. She moved her mouth back to his, their lips meeting in a deep kiss. He moved his hands from her hips back up to her shoulders, then slowly started pulling her dress forward, looking into her eyes for permission. She was starting to panic, was this going to happen here? In the limo? They had to be almost home. She lifted herself up to check her bearings.

"Max, we're almost home."

He slid her dress down, revealing her breasts to him. He pulled her back down onto his bare chest. "I know." Their breathing was returning to normal, as they lay quietly holding each other. "I just wanted to feel you against me." He gently massaged her back as the limo came to a stop. They quickly straightened their clothes and hair, then Max opened the door and helped her out.

The house was dark, Niles must have gone to bed. Max locked the door behind them, and they walked hand in hand up the stairs. Max stopped them at his bedroom door.

"I don't want to push you into anything you aren't ready for." He kissed her gently. "My door is always unlocked, when you are ready, you know where I live." He pulled her into his arms for another deep kiss.

"Things just seem to be happening so fast, Max. We just met, but I feel like I've always known you. I'm not ready to be hurt again."

He brushed a stray hair out of her eyes. "I'd never hurt you, I hope you know that."

"I think I do. We have a lot of things to talk about, before we..." she looked at his bedroom door.

"You're right, we do. Come on, I'll walk you home." He took her hand again, and walked her down the hall to the guest room, opening the door for her.

"Wait, I want to check on the kids before I go to bed."

"I'm sure they're fine, Fran".

"Humor me?"

He smiled. She had done it again. Every time he thought he had her figured out, she changed gears. She went into all three children's rooms, removing toys and books from the beds, and replacing the covers over them.

"See, they DID need me!" She grinned.

"We all need you." She walked across the hall into her room, where she found Max had turned down her bed for her.

"Aren't you a doll!" She kissed him lightly. "Thanks. I'll see you in the morning." He stepped in for one more lingering kiss. "Night!" She watched as he left the room and closed the door behind him. She quickly changed into her pajamas, removed her make up and climbed into bed. She soon fell into a deep, restful sleep.

Max, on the other hand, barely slept all night. He had only seriously started dating again six months ago. He'd met Stephanie at a benefit, and they'd been dating ever since, but he always kept her at arms length. Then he met Laura a couple of months later. He went to dinners and movies with each of them, but had yet to feel a connection. Then he met Fran, who excited him from the moment he laid eyes on her. Was he ready for a committment? Was she? Ever time one of the other women called, he was starting to feel like he was cheating on her. She was here, working with him, cooking for him, taking care of the children, it was obvious she already loved them like her own. For the first time in 4 years, he found himself hurrying home from the theater to be with his family. Maybe he should just slow things down with her, let her set the pace for a while. She'd been hurt in the past, he'd have to make sure he was completely honest with her. She knew about the women he dated, maybe this was why she was holding back. She had to have feelings for him, he could see it in her eyes, feel it in her kiss. He looked at the clock...it was 4 in the morning. He decided that he'd find time to sit and talk with her, the sooner the better. They could take the children to the park for a picnic, and could talk while the children played. He started to relax a little. He enjoyed Stephanie and Laura's company, but if he never saw them again, he couldn't say he'd miss them. Fran on the other hand, he wasn't ready to lose.

He finally drifted off to sleep around 4:30, only to be awakened by the sound of the children in the hallway. What were they doing up so early? He looked at the clock. 8:30, no wonder they were up. He heard Fran's voice quieting them down, and getting them downstairs. A few minutes later, he heard his door open. Fran appeared in his doorway with a pot of coffee and two cups. It was if she could read his mind.

"Good morning, sleepyhead! I thought you could use some coffee!" She put the tray down and poured two cups, then brought them over to the bed. Max sat up and patted the bed for her to sit.

"How did you sleep?" She actually looked very rested.

"Like a baby, how about you?"

"Actually, I didn't get to sleep until late. I had a lot of things on my mind".

Oy, this can't be good. "You wanna talk about it?"

He reached over and rubbed her hand. "Yes, that's what I finally decided last night, we need to talk, to define our relationship. I thought we could take the children to the park for a picnic today, and we could talk while they play."

She smiled. "You think they're going to let us just sit there? How long has it been since you took them to the park? They're going to want us right there, playing frisbee, football...you'd better wear your tennis shoes and be ready for some action!"

"Well, we have a few minutes right now." He took a deep breath and held her hand. "I don't want you to think I"m pushing you into more of a relationship than you're ready for. I also don't want you to think that, well, take last night in the limo for instance, I don't want you to think that's the normal way I behave on a date. The last woman I was that intimate with was my wife. I know you've been hurt, and I know you want to slow things down a bit."

She looked into his eyes. "Max, I'm just afraid. I...I've never felt like this before".

"I have. Once before. I'll give you the time you need, Fran. Whatever you need to be sure. You know about Stephanie and Laura, right?" She nodded quietly.

"I don't want you to put your life on hold, because mine is messed up, Max. But, if we are going to start seeing each other, and if I"m going to continue living here, I don't want the children confused or hurt, I know you don't either. They can't come to the house, that's all I ask. I'm not asking you to stop seeing them, just don't bring them around the kids. If I have a date, I'll do the same."

Again, she'd amazed him. "That's fair. You're right, we don't want to confuse the children. They're going to see us together, and assume we're a couple. Until we agree to stop seeing other people, no dates at the house. Anything else?"

She took a sip of her coffee, took a breath, then looked down at the bed. "Max, I can't...I can't sleep with you if you are sleeping with anyone else. That's why I stopped last night."

He reached over and lifted her head with his hand. "I'm not, you are the only one I've had those feelings for since Sarah."

She drained her coffee cup and set it on the night stand, and laid back on his chest. They sat there cuddling quietly until they heard a soft knock at the door.

"Mr. Sheffield, Miss Fine, breakfast is ready".

"Thank you, Niles, we'll be right down." He kissed the top of her head. "You know you can always talk to me about anything, don't you? Any problems you have about this arrangement, tell me immediately, I don't want you hurt, and I don't want to lose you."

She looked up at him. "Just always be honest with me, please don't lie to me because you think you're protecting me."

He kissed her forehead. "Always. Now, let's go feed the children, before they're up here with us!"

Fran headed downstairs, leaving Max to dress for the park. The children were thrilled with the idea, and, Fran had been right, the children insisted they play with them, leaving them no more time to talk. Once the children were totally exhausted they all headed home.

"Fran, what do you think of a nice dinner tonight, just the two of us, we can get Niles to watch the children.". He took her hand in his as they walked down the street.

"Sounds wonderful! You mean a real date?" She giggled, sounding like a teenager. "I'd love it!"

They walked home hand in hand, discussing the plans for the evening. When they got to the house, Fran hurried upstairs to start getting ready. Two hours later, she emerged at the top of the stairs looking fabulous. They went to the Rainbow Room, and enjoyed dinner and an evening of dancing. On the way home, Fran snuggled up next to Max, putting her head on his shoulder. He took her hand, intertwining his fingers with hers.

"Max, thank you for tonight. I can't remember when I've had such a wonderful evening."

"It's just the first of many more to come." He lifted her hand to his lips and kissed it gently. He longed for more, but he'd promised her they would take things slow. They rode home in silence, enjoying the closeness they were sharing. Once home, they went upstairs and tucked the children in together, before heading to their rooms.

The next morning, C.C. arrived as the family was sitting down to breakfast. She joined them at the table, listening to the childen going on and on about the family picnic, and she was sure she saw several looks pass between Max and Fran. After the children left for school, the couple joined C.C. in the office. As they all went about their work, C.C. noticed the frequent glances between her friends, and the way Max always made sure that he was close to Fran, touching her hands or her arms whenever possible. When it was time for lunch, Fran went into the kitchen to help Niles prepare the sandwiches. C.C. followed her to try to find out exactly what had happened.

"OK, girlfriend, dish!" C.C. stood in the door watching Fran empty the refrigerator contents onto the table.

"What?" Fran wasn't giving an inch. She was going to make C.C. work for this.

"You, Max, what's going on? He can't keep his hands off you, you can't stop looking at each other, it's almost disgusting!"

Fran assembled a pitcher of tea on a tray with three glasses. "I have no idea what you're talking about!" She grabbed the tray and headed into the office.

"Niles, come on, tell me! I KNOW you know!"

"What's it worth to you?"

"NILES!"

He looked around, and then went and checked the door. "Well, you didn't hear it from me, but after the backers party, he kissed her in the hallway. Then yesterday, they took the children to the park together for a picnic, before dinner and dancing at the Rainbow Room last night."

"It's about time! What about the other two? Did he dump them?"

"That, I don't know. But if they are acting like a couple in front of the children...." He stopped short as Fran entered the kitchen. She smiled at her friend.

"So, did the yenta fill you in, or do you need more details? Max is asking about lunch, Niles."

"I'll be right there, Miss Fine" He finished assembling the sandwiches and carried took the tray into the office.

Once Niles had left, C.C. confronted her friend. "So, what happened? Niles said he kissed you? Now you're dating?"

"We're taking things slow, C.C. He's still seeing Laura and Stephanie, and I'm not going to tell him to stop. We agreed they won't come to the house, no sense confusing the children."

"There's something you're not telling me, something else happened."

"Things got a little, um, heated between us...a couple of times".

"When? You never told me this!"

"Friday night, after Maggie's movie, and then again on the way home from the backer's party."

"In the limo?" C.C. could not picture Maxwell Sheffield getting heated in a a car.

"Shhh...no one knows. We discussed it afterwards, and we decided to slow down, things were moving way to fast for me."

They cut their conversation short when Niles returned to the kitchen. "Mr. Sheffield is wondering if you two will be joining him for lunch, or spending the rest of the day in the kitchen gossiping". The friends laughed as they hurried back to the office. They spent the rest of the day buried in work.

The next few weeks consisted of spending their days getting the show ready. Max continued seeing Laura and Stephanie, while continuing to get closer and closer to Fran. Fran and C.C. made time for girls nights, Fran dated a little, but wasn't able to enjoy herself. Danny had called, and she'd gone to see him at his parents a few times. She told him that she was seeing someone else, which didn't seem to make him happy. Every time she went out, she felt like she was cheating on Max, and had to cut her evenings short. Max was having the same problem on his own dates. He was seeing less and less of Laura, but Stephanie was a bit more persistant. She was interested in the theater, and played that up to Max. One night they were discussing the Tony Awards, and she manipulated an invitation out of him. The Tonys were still a couple of months away, hopefully she wouldn't remember.

Opening night came, and the play was a huge success. At the cast party, Max had a surprise for C.C. and Fran.

"C.C., you've been working for me for a long time, and it's time to reward your hard work....and Fran, you've only been with us a short while, but in that short time, you've become very valuable to the company. I don't want to ever lose either of you, so I've made a few changes." He handed them both a business card.

Sheffield-Babcock Productions

Maxwell B. Sheffield

C.C. Babcock

Francine J. Fine

Producers

They both looked silently at the cards. C.C. was the first to speak.

"Maxwell, I don't know what to say." She looked at Fran, who now had tears in her eyes.

"Max, I.." C.C. hugged her friend.

"Welcome to the company, producer!"

"C.C., you are now the executive vice president, with 4 points in the company. You will still act as the business manager, but, some of your other duties will go to Fran. Fran, you will the junior vice president, and be in charge of all aspects of costumes and make up, you'll hire the designers, and work closely with them. You will also own 2 points in the company. You'll both attend auditions with me, and we'll start doing hiring as a team, like we did this time."

C.C. got the familiar gleam in her eye. "This town won't know what hit them! We we start cranking out shows, they're going to say..."Andrew, who?"". She laughed an evil sounding laugh. Fran laughed with her. She couldn't believe her sweet caring friend could be such a barracuda when it came to business. She looked at Max, who was grinning from ear to ear.

"C.C., I think we've finally got a way to keep this one quiet!"

Fran took a step towards him and slapped him playfully on the arm. "That's not funny! Max, this is the nicest thing anyone's ever done for me!" She threw her arms around his neck and planted a kiss on his cheek. He put his arms around her waist, and looked into her eyes.

"Well, you've earned it. You've done more than your share of work. C.C. tells me you've been taking on many extra jobs, in addition to your designing duties." He kissed her lips gently. "Not to mention taking care of the children, and helping Niles take care of the house. I don't know what I'd do without you."

After the party, the new business partners took the limo home. After dropping C.C. off, Max and Fran finallly had some quiet time alone.

"Max, you don't know how much it means to me that you trust me enough to make me a partner!"

"Fran, you've been there in every aspect of this production. You've been like a sponge, absorbing all that C.C.'s been teaching you. I'll be honest with you, when your cousin insisted we sign you to a three production deal in the beginning, I was hesitant, but now, I can't imagine a day without you by my side." He pulled a small box out of his pocket. "I bought you something, to commerate your first opening night." He opened the box to reveal an exquisite sapphire and diamond ring. He took the ring from the box and placed it on her left hand. "Now, when you look at this ring, you'll know how special you are to me." He kissed her hand, then took her into his arms for a deep kiss. Fran was light headed. She was almost as happy as if he'd proposed marriage. She snuggled up next to him, and he held her tightly the rest of the drive home.

The next two months went by extremely quickly. Their play was a huge success, and they were able to get a second play launched in time for Tony consideration. This was a first for Max, and he was now more sure than ever that his new found success was due to the new team. Max was rarely dating anyone but Fran anymore. He saw Laura about once a month, but Stephanie was hanging on, calling him until he gave in and asked her to lunch. She would do this three or four times a month, and this was really starting to irritate Fran, who was usually the one who answered the phone. She shared her frustration with C.C., who decided this game needed to stop.

"Why don't you just tell him how you feel, Fran?"

"He knows, but I can't tell him he can't go out, it's not like we're engaged, or even really a couple!"

"Oh, please! Not really a couple? You live here, you take care of the kids, the house, HIM, help run the business, what would you call that? It sounds like a wife to me!"

"He's taking Stephanie to the Tonys." Fran looked down at her nails.

"He's WHAT? Why is he taking HER and not you?"

"He said she dragged the invitation out of him months ago. C.C., what am I going to do? He's going to be sitting there with her, you'll have your date, and there I'll be, sitting there in the middle of you. By myself."

"First of all, I don't have a date, either. Second, you WILL have a date. One that will really get him worked up."

"What do you mean, you don't have a date. Someone that will get him worked up? Who?"

"You are going to ask Danny. He can get a tux from the bridal shop, right?"

"Yeah, he can, but I can't ask him! I've been avoiding him for months!"

"Yes, you can. You just tell him it's not a real date, that you need an escort. We'll go pick him up in the limo, so he doesn't have to come here.

"Max will hate that. I don't know if I can do that to him."

"Fran, don't you get it? If he sees you with him, it will push him to make a decision! And if that doesn't work, I already have plan B in motion!"

"Plan B? Do I want to know?"

"Let's just say it's a surprise, one that will cause Maxwell to see his precious Stephanie in a whole new light." "It's best you don't know, so you will look as shocked as everyone else."

"Just don't ruin the night for him! He's got two plays nominated, this is going to be a huge night for him!"

"WE have two plays nominated. It's our night too, remember? So why should we have to have that gold digging bimbo shoved in our faces?"

Fran shook her head. "I just hope you know what you're doing! Now, back to you...why don't you have a date?"

"I'm between men right now, there's no one I want to sit that close to for that long."

"What about Niles?"

"What about him?"

"Why don't you ask him to be your date? He's smart, funny, handsome, sexy..."

"He's a butler!"

"C.C.! You've dated construction workers, and they get dirty for a living! Come on, he's really a nice guy!"

"He despises me. And I loathe him!"

"Oh, give the guy a chance! I've seen the way he looks at you, when he doesn't think anyone sees."

"He does?" She looked over and saw the determined look on Fran's face. "You aren't going to let this go, are you? I swear, when you get something in your head, you're like a dog with a bone!"

"Just talk to him, C.C.!"

"Allright, Allright! Just to shut you up! But if I do this, you have to invite Danny. It's the only way my plan will work."

"Fine, I'll call him."

C.C. picked up the receiver and handed it to Fran. "Right now."

Fran stuck her tongue out at her friend. "Fine, right now. I don't know how I let you talk me into these things!" She took the receiver and dialed Danny's number.

"Hi, Danny, it's me, Fran. Yeah, I know, I've been busy. Yeah, I am still seeing him. Look, what I called about, I need a favor. I need an escort to the Tony awards in two weeks. Yeah, you will, you'll need to wear a tux. No, we'll pick you up in the limo. Because he's busy that night. No, this isn't a date, you're just my escort, that's all. We'll be going with my business partners. Yes, I do. I got a promotion, I'm a partner now. Thanks, yeah, it really is pretty exciting. Look, I gotta go. I'll call you later and let you know what time, write it down, two weeks from Saturday. Thanks, Danny, tell your mom hi for me. Bye."

She sighed as she hung up the phone. "Happy? Now, go talk to Niles! Oy, Max is gonna kill me!"

Max walked into the office. "Uh, oh, why am I going to kill you. What did you do this time?"

C.C. headed for the office door. "I'm going to go find Niles, I need to talk to him about something."

Fran frowned at her. "Oh, thanks!"

Max noticed her worried expression. "Oh, sweetheart, what could you have done that you think I'll be so upset about?"

She took a deep breath. "Well, you have a date for the Tonys, and C.C. is getting a date for the Tonys, and I didn't want to be the only one of us without a date, so, uh, I needed someone who had a tux, so, um," She looked down at the floor " I asked Danny to be my escort".

"What? I couldn't hear the last part?"

"I asked Danny to escort me to the Tonys"

"YOU WHAT? Are you out of your bloody mind?"

"Well, what was I supposed to do? I'M not dating anymore, I don't have time, I'm too busy with work, the house and the kids! Was I supposed to just sit there while you cuddled with YOUR date? It's just an escort, not even a real date. I don't know why you're so worked up anyway! I don't want to fight about this! I'm going to come off looking like one of those jealous, possessive women, and I promised myself I would NOT do that!" She tried to fight them, but the tears started to flow. Max softened at the sight of the tears. He took her in his arms.

"I'm sorry, I never even considered your feelings. I'm sure it will be difficult sitting there with Stephanie."

"Ya THINK? Difficult..Max, it's going to be hell! I even considered not going."

"Fran, you have to be there, this is a special night for us. You, C.C. and I are all nominated for several awards!"

"I know, I'm going. I just don't think I'll be able to have a good time." She took at deep breath and smiled at him. "But, like always, I'll put on a happy face. I just won't be happy about it."

"You think it's going to be any easier for me? While you're sitting there with HIM?"

She pulled away from him and put her hands on her hips. "One night. That's all we're talking about. How many times have YOU gone out with HER, and I just smiled and said, "have fun"? Then you actually have the nerve to come home and tell me you MISSED me! I think after all that, you can sit through, what, three hours?"

"So this is payback because I'm still dating Stephanie?"

"No, it's NOT! I just didn't want to be sitting there all alone."

"But you won't be alone! You'll be sitting right next to me, and C.C. will be there..."

"With your dates..."

"Well, why couldn't you have asked someone else? Surely there's someone you met on one of your nights out with C.C.?"

"THEM? Right, you'd really like them! Most of those guys were out after one thing, and when they found out they weren't getting it, they moved on. BUT, if you want me to find one..." She saw the angry look on his face. "Max, I knew Danny would be a safe escort, we'll pick him up, I'll walk in on his arm, we'll sit together, and we'll take him home, then I come home with YOU!"

He took her back in his arms. "And, maybe we'll have something to celebrate!"

"I hope so! So, are we done fighting for today?"

"Yes, I supposed you have a point, and as much as I hate to admit it, you are right." He kissed the top of her head and held her tighter. "Are we O.K.?" She nodded quietly. She had come to love this man so much, and she hated these arguments. They all seemed to center on the dating issue. Maybe after the Tonys things would be different.

The next two weeks brought a lot of tension to the Sheffield home. Sheffield-Babcock had two shows in production, Fran and C.C. were presenting awards at the Tonys, so they were busy with rehearsals, and Max was tripping over himself trying to spend as much time with Fran and the children as possible. The Friday before the awards, the children were leaving to spend the weekend with their grandparents.

"Fran, we don't want to go! We want to stay here and watch you on the Tonys!"

"Maggie, you haven't seen your mother's parents in a long time! You can watch the awards with them."

Brighton gave her a hug. "When you win, will you say hi to us?"

"When? IF I win, I"ll be lucky to remember my own name! Yes, sweetie, I'll say hello to all of you! Oh, I'm going to miss you guys!" She stretched out her arms to hug all three of them at once.

"Are you children all packed?" Max came into the room, and surveyed the scene. Fran was sitting in the middle of her bed, with the children surrounding her. His family, and Fran had become a part of it as if she'd always been there. He sat on the bed next to her and took her hand. "They'll be back Sunday night, Frannie".

"I know, it's just that I've tucked them in every night for so long now, the house will seem so empty."

"Children, why don't you get your suitcases and take them downstairs?" After the three children left the room, Max turned his attention to Fran. "You can always tuck me in." He looked into her eyes. "I'm sure we can find something to occupy our time, with the children out of the house." He reached over to her and pulled her into him for a kiss, then laid her back on the bed, never moving his eyes from hers.

"Max, the kids, the door's open."

"Shhh." He laid his fingers on her lips, then gently caressed her face. "Will you join me for dinner and dancing tonight?" He leaned down and kissed her. She wrapped her arms around his neck and pulled him closer.

"I'd love to."

The moment was broken by the sound of the children yelling from downstairs. "Dad, Fran, the taxi's here!"

"We'll continue this later. What do you say we get the children to the airport?" He helped her up from the bed. "Then, when we get home, you can put on something smashing, and I'll treat you to a romantic evening, no interruptions." He knew he loved her, and he knew that tomorrow night was going to be hard on her. Tonight, he was going to make sure that she knew just how important she was to him.

Upon returning from the airport, Fran rushed upstairs to start getting ready. He sure didn't give a girl much notice! Smashing, he said. She'd show him smashing. She had bought a dress months ago, just for this type of occasion. An hour and a half later, she appeared at the top of the stairs, and took his breath away. She walked down the stairs into his waiting arms.

"You look beautiful tonight! Is that a new dress?"

She smiled. He noticed. "It's not new, but I've never worn it before."

He kissed her gently. "Ready to eat?" He laughed. "That was a ridiculous question to ask you!"

She playfully slapped his arm. "You act like I'm always hungry!"

He quickly admired her figure. "Well, no one would ever guess it!"

He led her to the limo and helped her in, then slid in next to her. He took her hand, playing with her fingers, rubbing the back of her hand with his thumb. They made small talk all the way to the restaurant. Max ordered a bottle of champagne for them, along with the lobster dinners. After the meal Max led Fran to the dance floor. He held her close as they swayed to the music.

"Oh, Max, this has been such a wonderful night! I loved the meal....and I love this song." She laid her head on his shoulder.

Max took a deep breath. She'd given him an opening, the time was now. "Fran, I love you." He kissed the top of her head. She said nothing, but he felt her hold him tighter. "Fran?"

She looked up at him with tears in her eyes. "I love you, too, Max."

He kissed her lips gently, and pulled her closer to him. "I never want to lose you".

She buried her face in his neck, and whispered in his ear. "You won't."

The continued dancing until the band took their break. As he led her back to their table, he asked, " Are you ready for dessert?"

She reached for his hand. "Why don't we have dessert at home?"

Max paid the check and called for the limo. They rode home wrapped in each other's arms, cuddling, kissing, caressing. They walked through the front door arm in arm. The lights were still on, and soft music filled the house, which meant Niles was still up. Max hung up their coats and looked around for his butler. As he surveyed the living room, he saw the romantic scene that had been prepared for them. Champagne was chilling, and there was a plate of strawberries with a bowl of freshly whipped cream. Max made a mental note to give that man a bonus. The couple walked into the living room, where Max opened the bottle and poured two glasses of champagne. He picked up a large berry, dipped in thickly in the cream, and held it up to Fran's lips. Her tongue flicked out and licked some of the cream from the fruit, then she wrapped her lips around the berry before taking a bite. They sipped their champagne, while feeding each other the strawberries and cream, before long, Max couldn't contain himself any longer. He sat down his glass, and took Fran's and sat it next to his. He looked deeply into her eyes, and saw nothing but love. He reached out and pulled her to him, crushing his lips to hers. She wrapped her arms around his neck, running her hands through his thick hair. When they pulled apart, Max glanced upstairs, and looked back at Fran. She nodded. He picked her up and carried her up the stairs, depositing her on his bed. He looked into her eyes and caressed her face. "Are you sure?"

"I've never been more sure of anything in my life." She began working the buttons of his shirt, gently caressing his chest as her fingers worked. They slowly began removing each other's clothing, until they were both completely undressed. Max pulled back to admire the woman he loved.

"You are so beautiful, so perfect."

"Maxwell, I love you so much."

He reached over and turned off the light. The spent the night exploring each other's bodies, making love over and over, until they fell into an exhausted sleep.

The next morning, C.C. arrived bright and early to coordinate the evening with Max. Niles greeted her at the door.

"Good morning! Is Max in his office?" She walked through the foyer and into the living room, and stopped cold. "Niles!" She looked at the remains of last night's dessert. "Does this mean...?" She looked upstairs.

Niles started cleaning up the mess his boss had left him. "I have no idea what you are talking about, Miss Babcock".

"The hell you don't! You know every little thing that goes on in this house, now, come on, DISH!"

He really liked this side of her. She was so much more fun since Fran came into her life. "Mr. Sheffield and Miss Fine have not yet come downstairs." But he still loved to torment her.

"What about THIS?" she pointed to the two champagne glasses, one with bright red lipstick on the rim.

Niles carried the dishes into the kitchen, C.C. right on his heels. "Coffee, Miss Babcock?"

"NILES!"

He put his finger to his lips. "I don't talk about the details of Mr. Sheffield's personal life". He walked over to the intercom, and motioned for her to follow. They leaned close in, and he pressed the first button. They heard soft giggling, and the sound of kissing. Niles switched off the intercom.

C.C. took the cup of coffee from Niles. "It's about time! Maybe now they'll stop that bickering and we can actually get some work done!" "And maybe he'll finally dump that gold digger! I can't believe he's still going to make us sit with her tonight!"

"I thought you said you had a plan?"

"Oh, I do! Now we have to make sure Stephanie is seated first, then Maxwell, then Fran, ugh, then her escort, then you, then me. I want Max next to Fran, and I want to make sure I'm not sitting next to that creep she's bringing.

"He's already called twice this morning. I told him Miss Fine was in a meeting, and couldn't be disturbed."

"I hope she never has to see him again after tonight! I don't know WHAT I was thinking, suggesting she bring HIM! She's made it clear to him that he's only an escort, but he's been calling her all week, talking about 'their date'. She finally stopped answering her phone, she just hands it to Maxwell. He always hangs up when Maxwell answers."

"So tell me about this plan of yours. You said something about making sure we got rid of Stephanie for good."

"Niles, you can't breathe a word of this to Maxwell or Fran! Maxwell will fire both of us, me for coming up with the plan, and YOU for going along with it!"

"My lips are sealed!"

"I sent my extra ticket to Laura, along with a note and a backstage pass! She'll show up and make a scene with Stephanie, and Max will see how low class they both are."

"What if they both attack Miss Fine? Now that she and Mr. Sheffield are a couple, that's also a possibility."

"Well, I hadn't planned on them getting together before the awards. I'll just have to keep a close eye on her. Anyone goes after her will have to deal with me, too!"

"This is a side of you that I haven't seen in years. It's hard to believe I'm speaking to Barracuda Babcock about backing up a friend."

"I haven't had a best friend since Sarah died, and I wasn't much of a friend to her. I guess this is my way of making it up to her." She saw the quizzical look on Niles' face. "Yes, I'm still in love with Maxwell, Fran knows it. But this time, instead of getting in the way, like I did with him and Sarah, I'm going to show my love by helping him be with the woman he loves. God, I feel like such a loser! He picked someone else over me again!"

Niles took her hand. "You are anything but a loser. You are a beautiful, intelligent woman, any man would be lucky to have you."

She looked into his eyes. She'd never really noticed how blue they were. Maybe Fran was right, stop looking so hard for Mr. Right, let him find HER. Tears filled her eyes. Damn, how she hated to have anyone see her cry. Niles stepped forward and held his arms open to her. She stepped closer and allowed him to comfort her.

"Thank you, Niles."

He handed her a handkerchief. "Here, dry your eyes, blow you nose. I think I hear them coming down the stairs."

C.C. pulled herself together just in time to see Max and Fran come into the kitchen, hand in hand.

"Good morning, C.C., you're here bright and early."

"It's not that early, anymore, Maxwell. You overslept."

Fran giggled, and he gave her a stern look. They had agreed to keep last night between them, for now. "Oh, so I did. Did we have a meeting this morning?"

"No, I thought we probably needed to go over the game plan for tonight, and Fran and I have final rehearsal in a couple of hours."

"Game plan?"

"Well, aren't we all taking one limo? We need to decide on who's getting picked up when. Do you want me to go pick up Fran's escort on my way here tonight?"

Max looked at Fran, who was shaking her head. "No, C.C., Fran and I do NOT want that man in our home."

C.C. and Niles exchanged glances when Max referred to "our" home. "Fran and I will pick up everyone on the way to the theater tonight. Now, what time is rehearsal?"

"Noon, but it shouldn't take long. We're just going over last minute changes, and they are going to show us where the TelePrompTer will be." She looked over at Fran. "Do you have your acceptance speeches ready?"

"Acceptance speeches? I won't need those! There is no way I'm winning. Now, the producer awards, those are different. You two will be up there, talk first, and I can just smile and say 'thank you', and get off the stage. I don't even know how I got nominated in the first place!"

"You have just as much chance as the other nominees to win! A better chance, because your designs are better, your shows are better. Do you know just how proud I am of you?"

She grinned broadly at him."Thanks, but I'd better not win, because I don't know if I can walk out on that stage alone."

"You'll be just fine, sweetheart, you'll see."

Fran looked at C.C. and rolled her eyes. "Whatever you say, Max!" She opened the refrigerator and grabbed the milk. "I'm just having cereal this morning, Niles, I'm not really very hungry."

"I think I'll join you." Max sat down next to her. She grabbed a banana and cut half of it into each bowl. They ate in silence, occasionally glancing over at each other. C.C. nudged Niles and pointed to the couple.

"I'll be in the office, I've got a couple of calls to make. Niles, would you mind bringing in a pot of coffee?"

Niles muttered something under his breath as she walked out of the room, then assembled the coffee pot, three cups and a plate of danish on a tray. As he left the kitchen, he could hear Fran start to giggle.

"Do you think they suspect anything?"

"Let's see, Fran Fine not hungry, no, nothing out of the ordinary, there!"

"Well, who called who 'sweetheart'?"

"Did I?"

"You did. Just don't do that tonight."

"Speaking of not doing things tonight, try to keep HIS hands off you, would you?"

"Oh, Max, we're not going to start fighting about that again, are we? One more night, we can do this! Just make sure I'm sitting where I can step on Stephanie's toes if she kisses you when you win producer of the year!" She stood up and cleared their empty bowls off the table and put the cereal away.

"Fran...." He got up from the table and walked over to her.

"Oh, I'm kidding! If I step on her, it will be an accident!"

He took her in his arms. "Hopefully, we'll be backstage at the time our awards are announced, so I can kiss only you." He kissed her gently.

"Max, I'm so nervous...these awards, the presentation, dealing with our dates, I don't know if I'm going to be able to get through it!"

"You WILL get through it, and you'll be just fine. Then,afterwards we'll drop everyone off, and come home and have our own celebration."

"I like the sound of that." They were interrupted by Niles entering the kitchen with the phone.

"Miss Fine, Mr. Imperiali is on the phone again. He's called twice already, and I told him you were in a meeting. Do you wish to speak to him?"

She looked at Max. "If I don't talk to him, he's just going to keep calling." She took the phone from Niles and kissed Max lightly. "Hi, Danny. I guess. Since I have a ton of work to do every day. That's none of your business. Neither is that. Since we broke up, that's when. That's not going to happen. Because I"m seeing someone. He had a prior committment tonight. Danny, g'nug already. Did you call for something specific, or just to play twenty questions? I don't know, you'll have to talk to the boss about that. Danny, it's not a date. Here, talk to Max, you two can go over the details." She shoved the phone into Max's hand and walked out of the kitchen. She headed into the office to talk to C.C.. Meanwhile, Max was left to finish the conversation with Danny. He went over the plans for the evening with him, and let him know what time the limo would pick him up.

"Now, this is an important evening for Fran, and I don't want you upsetting her tonight. This will be a memorable night, and I won't have you marring it with on of your outbursts" Max ended the conversation on that note and went to look for Fran. He found her in the office with C.C.. They were already buried in contracts. It hadn't taken her long to adopt C.C.'s way of conducting business, which was dive in headfirst, and not come up for air until everything was done. He stood in the doorway, watching his two partners. When they'd met, they had been so different, now, they had taken on the best qualities of each other. C.C. had become more fun loving, more unselfish, more relaxed, while Fran had developed the killer business instinct that C.C. had taken years to cultivate. He felt confident that they would crush the competition at tonight's awards ceremony.

The day passed quickly, with the two women attending rehearsals and getting their hair done, and before they knew it, it was time to go. Fran had designed their dresses for the ceremony, to coordinate with Max's tuxedo. The dresses were also black and white. C.C.'s gown was more white, and Fran's more black. When the trio stepped on stage to accept their awards, they were going to turn some heads. The three partners sat together in the back seat, with Max in the middle. Niles sat on the side seat next to C.C. They rode into Flushing to pick up Danny first, then stopped for Stephanie, who whined most of the way to the theater because Max was not sitting next to her. C.C. leaned over and whispered to Niles, "This is going to be a long night!" Niles smiled and squeezed her hand, acknowledging her self restraint. He knew she was fighting the urge to choke that woman.

The limo pulled up to the theater, and it looked like a mob scene. Fran sat and stared wide eyed. She'd been to premieres and opening nights, but this was much bigger.

"Max, I don't think I can do this!" He wanted nothing more than to take her in his arms to reassure her, but that would have to wait until they were alone. Instead, he took her hand and squeezed it gently.

"This is what you've worked for. Last year you were schlepping coffee for your cousin, this year, you hired him for our show. Now, take a deep breath, everything is going to be fine." He looked over at Danny, attempting to encourage him to offer some reassuring words. Danny just shrugged his shoulders and looked at Fran.

"I don't know what all the fuss is about, it's just an award, people get them all the time!" Everyone looked at Stephanie as she spoke.

"OK, I"m ready, let's go." Fran was getting out of her seat, heading for the door. She met C.C.'s eyes as she got to the door, C.C. nodded in agreement. Max witnessed this, and was unsure what to make of it. He'd have to keep his eye on these two tonight.

They were shown to their seats, Niles helping C.C stick to her pre arranged seating plan. Once the lights went down, Fran and Max dropped their hands below the seats and laced their fingers, exchanging careful glances as often as they could. At the second commercial break, this was the cue for Fran and C.C. to go backstage to be ready to present an award. Sheffield-Babcock Productions was already a big winner by this time, winning best direction in a musical, best direction in a revival, and best choreography in each. Fran was glad she had the chance to present and award with C.C. before the designer and producer awards were announced. She could be on stage, looking at the large audience, and C.C. could catch her if she fainted. Their time came, and Fran glided onto the stage as if she'd been there all her life, never missing a cue. She saw a camera flash up in the balcony, that had to have been Ma! Once they had presented the award, they were ushered back offstage. It was time for one of the designer awards. The friends held hands and listened to the presenters read the list of nominees.

"C.C., I'm so glad you're here with me. I feel like I'm going to pass out."

"Just breathe, you'll be fine. I'm just sorry Max isn't back here with you. He should be here for the next one, though. It's right after best revival, which you KNOW we are going to win!" She grinned at Fran.

"I wish he was here, too. I really don't know what I'm so nervous about, I know I'm not going to..." That's when they heard it.

"Francine Fine" Fran swayed on her feet and hugged her friend.

She was escorted to the stage, where she was presented with her first Tony. She scanned the audience for Max. He was on his feet applauding. She met his eyes and took a deep breath.

"Thank you so much! I'd like to thank my cousin Todd, who finally caved in to my father and my aunt and gave me a job. Thanks also to Maxwell Sheffield and C.C. Babcock, who took a chance on an unknown first time designer. To my three muses, I love you! Ma, Daddy, thanks for always believing in me, and for leaving the word "can't' out of my vocabulary. This award aslo wouldn't have been possible without all the people working behind the scenes, stitching, beading, embroidering. Thank you all so very much!"

Fran clutched her award tightly as she was escorted off stage. C.C. was waiting for her in the wings, dancing up and down.

"So, how does it feel? Your first Tony!"

"I'm still numb! I was so glad I could see Maxwell! Did I sound allright? I couldn't hear myself!"

"You sounded great! I thought you said you didn't prepare a speech?"

"I didn't.

"Well, you sounded great. Oh, here comes the props director, he'll take your award and put your name on it, then it will be waiting in the press room."

Fran handed over her new treasure and waited with C.C. for the next award. They held their breath.

"Sheffield-Babcock Productions, Maxwell Sheffield, C.C. Babcock, and Francine Fine, producers."

C.C. took Fran by the hand. "That's us, girlfriend! Max will meet us on stage." They stepped out onto the stage just in time to see Stephanie plant a kiss on Max. Fran thought she was going to be sick. Max bounded up the stage stairs and joined his co producers at the podium. He stepped in between them, and put an arm around each of them.

"I'd like to thank our investors, all the cast and crew that worked on this show. I'd also like to thank my hard working co producers, C.C. and Fran, for their tireless efforts. And a special thank you to my dear children, who gave up so much family time."

C.C. leaned into the microphone. Thanks to everyone who saw the show, and voted for us. If you haven't seen the show, you're missing a real treat."

Fran grinned at her friend. "This was my first attempt at producing. I'd like to thanks C.C., for showing me that it's actually much harder than it looks!" The crowd roared with laughter. The trio headed off to the wings, where Maxwell took Fran in his arms and twirled her around.

"I am so proud of you, my darling!" He kissed her passionately as he held her.

"Maxwell, Fran, the next costume design award is next!" Max used his thumb to straighten her lipstick, and then fluffed her hair.

"You are beautiful. I love you."

Her eyes sparkled as she looked into his eyes. "I love you, too. Thanks."

"For what?"

"For this". She took a deep breath, and he held her hand tightly.

"And the award goes to....Francine Fine!" She spun around and looked at her friends. Max pulled her close for a kiss.

"I'm not usually one to say 'I told you so', but..." He smiled broadly at her. "Go get your Tony!"

She made her way back to the now familiar podium. "I'd like to thank the other designers who worked with me, all the seamstresses, all the tireless women who sewed each sequin on by hand." She glanced offstage. "I'd also like to thank the man I love, your support and encouragement keeps me going every single day." She smiled and took a deep breath. God, she hoped Danny wouldn't think she was talking about him! "Thank you". She had tears in her eyes as she was led off stage into Max's waiting arms.

"C.C., we'll be right back, I need to talk to Fran privately." Max led her further back stage, where he pulled her into the broom closet. "I've wanted to be alone with you all night. I missed you." He began kissing her neck, running his hands up and down her body.

In the meantime, the first part of C.C.'s plan began to unfold. She looked up and saw Laura heading towards her.

"C.C., who's the woman with Maxwell?"

"Where?" She hoped Laura didn't mean Fran.

"The one he's sitting with."

"That's Stephanie, he really didn't want to bring her tonight, but she wrangled an invitation from him months ago, and he's too much of a gentleman to take it back." Well, that really wasn't a lie, he didn't want to bring Stephanie, he wanted to bring Fran.

"How long till this thing is over?"

"There are three more awards, and then we have to go into the press room for pictures and interviews." This woman had absolutely NO class. No hello, nothing, just started in asking questions. What did Maxwell see in this one? C.C. was glad that Fran had come into his life. She may not have the breeding of a Sheffield or a Babcock, but Fran Fine was fun. She made them laugh, and best of all, she didn't give a rat's patootie about Maxwell's money or stature. Fran had even convinced her to go out with Maxwell's butler, which as unappealing as it sounded, turned out to be a good thing. She looked around for Max and Fran, if they didn't return soon, they were going to miss out on the big award.

Back in the broom closet, Fran and Max were adjusting their clothing, and Max was straightening Fran's lipstick.

"Wait, you have a little right here" Fran reached up and wiped a red area on Max's neck. "The press would have loved that one! Your DATE is wearing coral!" She giggled, letting Max know she wasn't upset with the date situation any longer. The night was almost over, and these dates would, hopefully, be history.

Max used his fingers to fluff her hair. "Fran, I love you." He reached over and turned the light back off.

"I love you too, Maxwell."

They quietly slipped out of the closet and made their way back to C.C. At the same time, Stephanie grew bored with Danny's inane chatter, and was making her way to the backstage area to find Maxwell. As she came up the stairs, she came face to face with Laura. The two women began to argue about who was better suited for Maxwell, which one loved him more, and who would make a better mother to his children. Max and Fran passed close enough to hear most of this, and Max took Fran by the hand and led her on towards the stage.

"How the hell did they get back here?"

Fran looked over her shoulder and the ruckus. "Never mind THEM, how did HE get back here?" Max looked back to see Danny standing in the middle of the two women, trying to referee. They quickly found C.C., and alerted security to the intruders, just as the producer of the year award was announced. It was Sheffield-Babcock again. They had swept the awards for the first time.

As the trio left the stage, they were whisked into the press room. The story hungry reporters quickly picked up on the way Maxwell held Fran's hand, and how his kisses of congratulations differed between his two partners. He glanced quickly at Fran, who nodded her approval. Max made the announcement that he and Fran were not only business partners, but they were now a couple. Photographers were so busy taking pictures of the couple, they didn't notice Danny quietly enter the back of the room, and head straight for Fran. When questioned by the reporters, Max quickly explained that each of them had escorts in place months before the event, before they had started dating. Fran introduced Danny, and plugged his bridal shop, hoping it would keep him from making a scene. To her surprise, Danny smiled and played along. She knew he was going to want something in return for his cooperation.

As the group left the press room, the catfight had escalated, and was now in the backstage area. The two women had each other by the hair, and the security guards were attempting to separate them, getting kicked and bit in the process. Max and Fran stood and watched open mouthed. C.C. was grinning from ear to ear. She leaned over to Maxwell and whispered into his ear.

"Classy women you date, Maxwell! All that's missing is the mud pit!" Max threw her a dirty look. Danny was also taking in the scene with glee.

"Hey, these are my kind of women! Hey, Max, hook me up with their phone numbers, and Frannie is all yours!"

Max laced his fingers through Fran's and held her hand tightly. Fran smiled at Danny. "Danny, I already AM all his" She looked back at Max. "Does she have to ride back in the limo with us?"

C.C. stepped in. "I'll take her home, and Danny, you can ride with us, that way Fran and Max can take the limo back to the mansion."

"C.C., you go ahead and take everyone home in the limo, we'll take a cab home."

Danny sneered at Fran. "So, it's true what they're saying. You ARE playing house with him!"

Max took a step forward, putting himself in between Danny and Fran. "What Fran does is none of your business. C.C., get him out of here." He turned to face Fran. "Ready to go home, darling?" Fran nodded.

Danny wasn't done causing trouble. "You'll be back. You'll see, he'll get tired of you and your crap, and you'll come crawling back. You don't fit in with his high class life!"

Fran saw Max's jaw tighten as he spun back around to face Danny. "Fran has more class than any woman I've met for a long time. Did you even notice the way she handled herself tonight? She had to sit there, knowing I loved her but was already obligated to bring another woman, and you don't see HER in a catfight, do you?"

"Well, Max, don't say I didn't warn you. If you want a Flushing slut raising your kids..."

Max didn't give him a chance to say any more, he pulled back and hit Danny square on the jaw, knocking him out cold. He took a couple of deep breaths before turned back to Fran.

"Now, let's go home, darling."

Fran threw a look back to C.C., who had watched the whole event open mouthed.

"Don't worry, I have Niles with me, he's good at taking out the trash!" She smiled at Niles, who had just appeared on the scene.

He nodded towards the two women being led away by security. "What about them?"

Max turned and looked at the women who were now glaring at Fran. "If the police don't take them away, give them cab fare. I'm taking Fran home!" He took her by the hand and led her outside into a waiting cab. They rode home in silence. Maxwell was furious that the perfect night he'd had planned had been marred. He had one more surprise waiting for her at home, and was glad Niles would be out with C.C. for a while. They'd have the house to themselves. He'd promised her a proper celebration tonight, and that's just what she was going to get.

Danny started to regain consciousness, and Niles pulled him up off the floor. "Where'd Frannie go?"

"Mr. Sheffield and Miss Fine have gone home, which is where we are taking you." Niles turned to C.C. and said quietly, "Want to have a little fun? It looks like security has released Laura and Stephanie, and Mr. Sheffield said to give them cab fare, just didn't say from where."

C.C.'s mouth twisted into an evil grin. "Just what do you have in mind, Niles?"

"Well, we DO have use of the limo, I was thinking of dancing at the Four Seasons, you and me, and maybe slip a room key to Mr. Imperiali for him and the girls."

"Oh, God, Maxwell will definitely fire us if he gets wind of this!"

"Not necessarily. I happen to know he wanted me to give him some time alone in the house with Miss Fine tonight. He has something special planned for her. I don't think he'll miss me if I stay out late."

"Niles! He's not going to...is he going to propose to her tonight?"

"Come on, Babcock, let's go dancing. Let's load up the children and have a good time."

"Niles, you have to tell me!"

"I don't know for sure. All I know is that he asked for chilled champagne, and that they not be disturbed. He also ordered red roses for her."

"I can't wait to talk to Fran tomorrow! What time are the children coming home?"

"Not until six."

Niles and C.C. rounded up Danny, Laura and Stephanie and convinced them to go dancing with them. Danny and Laura seemed to hit it off right away, but Stephanie took a bit longer to warm up to him. She was still upset about Maxwell. C.C. convinced her that Danny was still seeing Fran, so Stephanie decided to get back at Fran by going after Danny. This couldn't have worked out better if they had planned it. After several dances, Niles slipped a room key to Danny while the ladies were in the restroom, making it appear that they were all going upstairs. He also gave Danny money for a cab, and told him it was for in case they got separated. Niles knew they had no intention of waiting for them. He kept C.C. busy on the dance floor so Danny could make plans with the women. It didn't take too long before the couple saw the three of them head for the elevators. They gave them a few minutes to make sure they got to their room, and then headed for the limo.

Max paid the cab driver and helped Fran out. As they entered the house, he took her in his arms and kissed her gently.

"Why don't you go upstairs and change, and meet me back in the living room?"

She nodded. "Give me about 15 minutes, I want to take some of this makeup off, too."

Good this would give him plenty of time. "I'll be waiting." He kissed her softly, and she headed up the stairs.

Max hurried into the kitchen and retrieve the champagne from the refrigerator, and placed it in the ice bucket. He found the caviar platter Niles had thoughtfully prepared for them, and brought everything into the living room. He lit the fire, and put some soft music on the stereo. He rushed upstairs and changed into his pajamas, robe and slippers. He then went into his office and opened his safe, retrieving the small box he'd placed there earlier in the week. He opened the box, examining the contents, took a deep breath, closed the box, and placed it in the pocket of his robe. He closed the safe and headed into the living room to wait for Fran.

Upstairs, Fran dabbed on a bit of perfume before heading downstairs. She could hear the music drifting up the stairs. What did he have on his mind tonight? He was so quiet on the ride home. She stood up and gave herself a final check in the mirror. She took a deep breath and opened her door. Whatever he had planned, she was ready. She headed down the stairs, and saw him sitting on the sofa. She walked up behind him and placed her hands on his strong shoulders. He reached up and held her arms, pulling her down to him, wrapping her arms around his neck. She kissed the side of his head. He released her and stood up, holding out his arms to her. She quickly made her way around the sofa to his waiting embrace. Slowly, they started swaying to the soft music. He held her close to him, caressing her body as they danced. They danced and caressed silently for several minutes, just enjoying being close to each other. Max slowly moved them closer to the sofa, where the caviar and champagne was waiting on the table. He poured two glasses, handing her one, looking deeply into her eyes.

"Fran, I love you." He leaned forward and kissed her gently.

"I love you too, Maxwell". She smiled and took a sip of her champagne. Max downed half of his glass, and reached into his pocket.

"Fran, when Sarah died, I never thought I'd love again. I never thought I'd meet anyone that I'd want to share my life with. Then you blew into our lives, and everything changed. You made us feel like a family again, and we wouldn't be a family without you."

He opened the box, reavealing an engagement ring.

"Fran, will you marry me?"

Fran looked at the ring with tears in her eyes, then looked into the eyes of the man she loved.

"Oh, Max! Yes! Yes, I will marry you!"

He took the ring from the box and placed it on her finger, then pulled her in for a passionate kiss. They sat on the sofa, feeding each other caviar and drinking champagne, until the bottle was empty. Then Max stood up and offered Fran his hand.

"Ready for bed?" He helped her up, and they walked hand in hand up the stairs. As they reached the top, he scooped her up in his arms and carried her into his bedroom. He sat her down at the foot of his bed and held her tightly. " I love you so much, my darling!" They looked into each other's eyes as they slowly began to undress each other, kissing and caressing as they removed each article of clothing. He stepped back to admire her body, she was even more beautiful than he remembered. He took her hand and led her to the bed, and switched off the light.

They spent the next few hours were making love over and over, with naps in between. Fran got hungry around three in the morning, so the couple got up and put on their nightclothes and headed for the kitchen. On the way, they heard laughter coming from Niles' bedroom. First they heard Niles deep laugh, then a higher pitched female giggle that was unmistakable.

"C.C.? And Niles?" Max was shocked.

"Shhh...they'll hear you! Come on, let's go downstairs!" They hurried into the kitchen, where they just looked at each other with shocked expressions. "Well, I TOLD her to be nice to him, but I didn't mean THAT nice!" Fran laughed.

"Did you know about this?"

"Well, I knew that Niles had a crush on C.C., and I was the one that pushed her into going out with him. They didn't seem that close at the Tonys, something must have happened after we left."

Fran thought about C.C.'s plan to discredit Laura and Stephanie. Could part of that plan caused her and Niles to get together? She couldn't wait till morning to confront her friend. She threw together a couple of sandwiches and poured two glasses of juice. As they sat and ate, Niles came bounding down the stairs, and stopped cold when he saw them.

"Oh, did you two just get home?"

Max tried to keep a straight face. "No, Niles, something woke us up, so we thought we'd come downstairs for a light nosh. What about you, are you just getting in?"

"Ah, no sir, I've, uh, been home for a while, something was keeping me up, so I thought I'd come down for a snack." He looked at Fran, who was trying her best to supress a giggle. He grabbed some ice cream, chocolate syrup and whipped cream and headed upstairs. "Good night, people".

Fran started to giggle before he made it up to the landing. "He forgot a bowl!"

Max walked over to the Subzero and looked inside. "He didn't take ALL the ice cream, did he?"

Fran joined him in checking out the contents of the refrigerator. "Well, he got all the chocolate syrup and whipped cream, but he left the caramel sauce and chocolate ice cream!"

Max pulled out the goodies and grinned at his fiancee. "We're not going to get much sleep tonight, are we?"

She giggled again. "I hope not!" They headed upstairs to experiment with their toppings.

The ringing of the telephone jarred them from their exhausted sleep. Max sat up and looked at his half-sleeping fiancee, who was stirring slightly, then at the clock. It was already 10:00 in the morning.

"Where the bloody hell is Niles? Don't I pay him to answer the phone?" He got up and shuffled to the door, still not quite awake himself. He opened it slightly and yelled for his butler. "Niles! Niles!" The phone stopped ringing. Either Niles had finally answered it, or the caller had given up. He turned back to the bed and saw Fran sitting up smiling at him.

"I don't know about you, but I could really use a shower!" She was touching sticky spots on her body, leftover ice cream and caramel sauce. She got a devilish look in her eyes. "Come on, help me wash this stuff off!" She got out of bed and headed for the shower, with Max right behind her.

"I've got a better idea, darling." He reached into the tub and started filling the jacuzzi with warm water. "How about a nice soak?" She smiled and nodded. This was definitely better than a shower! He helped her into the tub and settled in behind her. He slowly began washing the gooey mess off her body, all the while kissing her neck and shoulders. She ran her hands down his muscular legs as he carefully bathed her.

She turned around to face him, and wrapped her legs around his waist, and began to wash last night's dessert from his body. She would follow her hands with her mouth, tasting his warm clean skin. She remembered some of his sensitive spots from the night before, and paid careful attention to these spots with her tongue. She was working him into a frenzy. He slid his hand under the water and found the sensitive area between her thighs. He slipped a finger inside her, while massaging the outer area with his thumb. She stopped her assault on him long enough for him to lean down and start one of his own. He found her breast with his mouth, and licked and sucked gently, then moved to the other one. He could feel her pressing harder and harder against his hand, he knew she was close to release, and slipped a second finger inside. She threw back her head and cried out his name as she reached her peak. He moved his hands to her hips, and lifted her up slightly, then lowered her down onto him. She wrapped her arms tightly around his neck as he began to thrust deep inside of her. He held her close, as he felt her constrict around him, he felt his own release was close. They released together, calling out each others names. They sat quietly in the rapidly cooling water for several minutes, Fran's head on his chest, until their breathing was back to normal. They were jarred out of the moment when Niles knocked on the bathroom door.

"Mr. Sheffield? Miss Fine's mother is downstairs to see her, shall I wake her up?"

Fran lifted her head and stifled a giggle.

"Uh, no, Niles, I'll take care of it, thank you!" He waited until he heard his bedroom door close. "We'd better get out of this tub and downstairs before Liz Smith runs off at the mouth!"

He slid Fran off his legs and climbed out of the tub, then helped her out, wrapping her in a large bath sheet. He wrapped himself in a towel, then pulled her to him. "I love you". He kissed her gently.

"I love you, too. We'd better get dressed, or you know Ma, she'll be up the stairs heading for my room, oy, which is where all my clothes are!" She blotted her skin dry, and Max picked up his robe.

"Here, wear this to get to your room." He helped her put on the robe, and she ran her fingers over the MBS monogram on the pocket.

"Thanks. Max, I've never...last night, this morning...no one's ever made me feel the way you do".

He gathered her in his arms. "This is just the beginning, my darling. I intend on making every one of your days happier that the one before". He leaned down and kissed her passionately, before turning her around and nudging her towards the door. "Now, go get dressed before your mother catches you in here!"

She opened the door slowly and peeked out. The coast was clear. She held Maxwell's robe tightly around her and hurried down the hall to her room.

She laid on her bed and fingered the monogram, then pulled the robe up to her face to take in his smell. She really did love this man, and he loved her. She looked down at her engagement ring and smiled. This meant more to her than all the awards she'd won the night before. She couldn't wait to show her mother. She jumped up from the bed and changed Max's silk robe for one of her terrycloth ones, hiding his robe in the back of her closet. She looked at her face in the mirror, still covered in last night's makeup.

"Oy, how could he even look at me like this?" She quickly removed her make up and went in and washed her face. She got dressed, and as she was putting on her makeup, there was a soft knock at her door.

"Fran, are you decent?"

"Yeah, Max, but I could get indecent in just a second! Come on in!"

Max came in and saw her sitting at her vanity, putting the finishing touches on her make up.

"God, you are beautiful!"

She smiled at him through the mirror. Here she was, just thinking how tired she looked, and he comes in and makes her feel wonderful. "Oy, it's a good thing love is blind!" She laughed as she stroked blush on each cheek.

"Ready? Your mother wants to take us to lunch, to celebrate our awards last night."

"Did you tell her?"

"I told her how proud I am of you." He kissed the top of her head as she applied her lipstick.

"And that's all you told her?" She waived her left hand in the air at him.

He grabbed her hand and pulled her from the chair. "Now, where did this come from?" His green eyes sparkled as he teased her.

"Oh, some gorgeous millionaire producer gave it to me last night, but, I don't know if I should keep it." Her eyes danced as she returned his teasing. "I mean, I'm really happy here, and I'd really miss the kids if I left, and..." He covered her mouth with his own, pulling her close. She ran her fingers through his thick dark hair and deepened the kiss. He couldn't believe the power she had over him. One look into her eyes, and he always lost control. When they pulled apart, Fran looked at his mouth and laughed. "Oh, Mr. Sheffield, such a lovely shade of lipstick you're wearing!" She grabbed a tissue and dabbed his lips, then checked the mirror, and straightened her own makeup.

When she was done, he took her hand. "Come on, let's go face your mother."

They walked hand in hand down the stairs. As they crossed the foyer, Sylvia stood up to greet them. "There's my Tony Award winning daughter!" She hugged her tightly. "Your father and I are so proud of you, darling! Did Max tell you? We want to take you two to lunch to celebrate!"

"Where IS Daddy, Ma?"

"Oy, there was a game on, we're supposed to pick him up on the way."

"Sylvia, I was thinking, why don't you let us treat you and Morty to lunch at the Russian Tea Room. It's one of Fran's favorite places to eat."

"Are you sure?"

"Absolutely, it's the perfect place for a celebration!"

"I'll need to run home and change for the Tea Room."

"Why don't you do that, Ma, and see if you can pry Daddy off the couch. Tell him to tape the game!"

"We'll pick the two of you up in the limo in say, an hour? Will that give you enough time? I'll call and make reservations."

"What if you can't get in? This is late notice for a fancy schmancy place like that."

"Ma, he's Maxwell Sheffield!" She laughed. "Go home and get Daddy ready, we'll see you in an hour." She kissed her mother on the cheek as she walked her to the door. "Love you!"

"Bye, Darling, love you too. Bye, Max!" Sylvia got into her car and headed back to Queens. Something was different between the two of them, she just couldn't put her finger on it. She'd make sure to find out at lunch.

Once her mother was out the door, Fran turned to Max with her hands on her hips. "The Russian Tea Room? I was dressed for Fung Lum's! You are just so full of surprises!"

"Sorry, Darling, I should have consulted you first. I just thought, since we'll be announcing our engagement, you'd like to do it somewhere special."

"Oh, I hate it when you're right. I'll go change."

As she headed up the stairs, Max called and made the arrangements. He ordered his special table, and a bottle of champagne to be waiting for them. Fran came back downstairs thirty minutes later, with one of Max's ties in her hands. "Here, sweetie, I like this tie better". She removed his tie, and replaced it with the new one. He noticed that the tie matched her dress. This woman didn't miss a trick.

The headed for the limo, and the ride to Queens. Surprisingly, Sylvia and Morty were ready when the limo arrived, and the foursome continued on to the Russian Tea Room. Fran made sure she kept her left hand covered until it was time to reveal the big announcement. After they were seated, the waiter poured the champagne, and Max toasted Morty and Sylvia, for raising such a wonderful daughter. Fran reached over and squeezed his hand as tears formed in her eyes. Morty then toasted his daughter, saying how completely proud he was of her, followed by a toast to Maxwell, for his excellent taste. Sylvia kept her eyes on her daughter, she knew something was up, just couldn't quite figure it out. She looked from Fran to Max, noticing how they hadn't let go of each other's hands since they arrived.

"What, Ma?" Fran was getting uncomfortable under her mother's constant stare.

"You tell me. You sit there, you don't say two words, you won't let go of his hand, so you gonna tell us what's going on?"

Morty looked at his wife. "Syl, she's probably just tired, she had a lot of excitement, and probably a late night last night, isn't that right, sweetheart?" He leaned over and kissed his daughter's cheek.

She looked over at Max. "No, Daddy, there's more. Max?"

Max took a deep breath. "Morty, Sylvia, this is more than just a celebration of our Tonys last night. I love your daughter very much, and last night, I asked her to be my wife." He pulled Fran's hand from under the table, revealing a 7.5 carat solitaire.

Her parents sat shocked. "I said yes!" Sylvia let out a squeal and jumped up to hug her daughter, while Max and Morty shook hands. Sylvia then turned her attention to Maxwell.

"Son, you don't know how happy you've made us!"

"Well, not nearly as happy as your daughter has made me and my children".

The two couples sat and ate while they talked about the plans for the wedding and Max wanted to throw a big engagement party to show Fran off. They were so wrapped up in the plans for the future, they lost track of the time. Fran looked down at Max's watch and gasped.

"Max! Look at the time! We've got to get ready to pick up the kids from the airport!"

He looked at his watch. It was already 4:30. "Good heavens, you're right. Morty, Sylvia, I hate to cut this short, but we have to pick up the children at 6:00." Max paid the check and ushered everyone out to the limo. The dropped the Fines off at their apartment, and headed for the airport. "I'd better call Niles, and let him know we're on our way." He picked up the phone and dialed the house. "C.C.? What the devil are you doing there? We didn't have any appointments today, did we? Oh, good, let me speak to Niles. Niles, we're on our way to the airport to pick up the children, I'm not sure if they've had dinner, so we'll just plan on eating out tonight. Oh, good. What, she wants to talk to Fran?" He handed the phone to Fran. "C.C. wants to talk to you."

Fran put the receiver to her ear, and immediately began grinning. "Really? He did? Didn't I tell you? Come on, I know there's more, now dish! Fine, then all I have to say is that I have a surprise for you, too. I am SO not telling you if you don't tell me your secret first!" She looked over at Max and blew him a kiss. "We're taking the kids out to dinner, and I'm sure everyone will be totally exhausted by the time we get home. I'll talk to you about it tomorrow. Ok, I will! Bye!" She handed the phone back to Max to hang up.

"You are really going to be able to sleep tonight knowing someone as a secret to tell you?"

"We already know, remember? She spent the night with Niles, it's no secret! Now OUR secret, on the other hand, is going to drive her crazy all night!" She slipped her hand into Max's and snuggled against his shoulder. "And if the kids weren't home, I could drive YOU crazy all night".

"You still will. You think I'm going to be able to get any sleep at all, knowing you are just two doors down?"

"I've been two doors down for months, you slept pretty well then!"

"I didn't know what I was missing then, I could only imagine".

She ran her hand down his chest. "Mmmmm, you imagined me?"

He looked down at her with serious eyes. "Every night. The water bill more than doubled with all the cold showers I've been taking."

She looked up into his eyes. "I guess I really wasted a lot of time, didn't I? I should have trusted you more, I was just so afraid of getting hurt again. I think, deep down, I really knew in my heart that you'd never hurt me."

"Never." He kissed her gently as the limo rolled to a stop. "Ready to pick up our children?" She nodded as he helped her from the car. They made their way to the terminal to the gate where the children would appear. A few minutes later, the plane pulled up, and they saw the three children hurrying down the ramp.

"Dad! Fran!" Brighton was the first to spot them. He was out in front, with Maggie close behind, holding tightly to Grace's hand. As soon as Grace saw Fran, she broke loose from her sister and ran to hug her.

"Fran! I missed you so much!" She clung tightly to Fran and smiled at her father. "Hi, Daddy!"

Maggie hugged Max. "I thought Niles was coming to get us."

Max laughed at his daughter. "We thought we'd surprise you. Have you eaten dinner?"

Brighton went to answer, when he caught a flash of brilliance from Fran's left hand. He dropped his carry on and pointed at her hand, which was still wrapped around Grace. Maggie looked at her brother standing open mouthed.

"What's the matter with you, Troll?"

Brighton still couldn't find his voice. "Wha...who...she's...Dad?" He looked from Fran's ring to his father.

Max reached his hand out to Fran, who released Grace and took his hand. "We were going to tell you at dinner, come over here and sit down, children." They found five chairs close together. Max took a deep breath. "You children know that Fran and I have gotten quite close lately, and, well, I've asked her to marry me." The children erupted in cheers and jumped from their seats to hug the couple.

Grace looked seriously at Fran. "What did you say?"

"I said yes, sweetie! So, is it allright with you kids?

"Are you kidding? We love you so much! We can't wait for you guys to get married! Can I be a bridesmaid?"

"I'd be so unhappy if you didn't, Maggie! And, Gracie, I'd like you for my flower girl."

"So, who's hungry? How do ribs sound for dinner?"

All three children agreed at once. They stopped at baggage claim to pick up the childrens suitcases, then headed to dinner. They spent the meal talking about their visit with their grandparents, then about the upcoming wedding.

"So when's the wedding?"

Max and Fran looked at each other, and said at the same time, "Soon!" Max took her by the hand. "Fran, how much time do you think we need? Do you think we can pull off a proper wedding in two months?"

She smiled. "I think we can."

"I'll contact the newspaper tomorrow and put in the engagement announcement, I'm sure the reporters from the Tonys will start leaking the information this week. We'll also call a wedding planner to help you organize everything."

"Max, I can do this myself, I don't need a wedding planner!"

"Humor me, sweetheart, you'll have enough to do with work and the children, let me hire someone to help you with the wedding."

She knew him well enough to know he wasn't going to back down on this. "Ok, Max, you win."

The family finished eating and headed home to get settled. The children were still very wound up from all the excitement of the trip and the engagement, so Fran popped a movie into the VCR, and headed into the kitchen to make some popcorn. "You kids go upstairs and put on your pajamas, and bring down your sleeping bags and pillows." After she took the popcorn into the living room, she headed upstairs to change. Max dimmed the lights, and the whole family sat around the television in their pajamas watching the movie. One by one, the children fell asleep in their sleeping bags. "Ah, peace and quiet again, at last!"

Max pulled her closer to him. "I thought they'd never get to sleep." He kissed the top of her head, and gave the children a glance. Then he adjusted himself on the sofa, and pulled her on top of him, opening her robe to expose her silk pajamas. He could feel the warmth of her skin through the thin material. She laid her head on his chest and could hear his heart beating faster. His hands slipped into her robe and began massaging her back. She lifted her head up and met his lips with her own, letting out a soft moan. She stopped suddenly as she heard one of the children mumble something in their sleep.

Just then the living room lights clicked on. Niles stood there in his nightshirt. Fran sat up and put her finger to her lips and pointed to the floor. He nodded and turned his attention to the alarm panel. With Niles preoccupied with setting the alarm, Max and Fran quickly got up and closed their robes, and met Niles at the foot of the stairs.

"We'll leave the children in their sleeping bags tonight. See you in the morning, old man." Max took Fran by the right hand as they headed up the stairs.

"G'night, Niles!"

"Good night, sir, good night, Miss Fine." He watched his employer walk up the stairs. Was he imagining things? Did he see a ring on her hand? Surely they would have told him, or Fran would have told C.C.. Wait, what did C.C. tell him? Fran told her she had a surprise to tell her, but she'd have to wait till morning. That had to be it! They were engaged! He listened intently as he turned off the lights. He only heard one door close upstairs. He hurried to his room to call C.C. and get her take on this.

When they got to the hallway upstairs, Max pulled Fran into his room and closed the door behind them. As she tried to protest, he silenced her with a kiss. "I've been wanting to do that all night. Stay with me. We can get up before Niles and the children wake up."

"Max, you KNOW I can't get up at five in the morning!"

"Allright, Plan B. Since the children are downstairs, come with me." He took her by the hand and led her down the hall to her room. "I'll stay with you until you fall asleep."

She wrapped her arms around his neck and held him tight. "Maxwell, I really don't think this is a good idea. What if you fall asleep, too? You KNOW where Gracie is first thing in the morning!"

He looked over at her nightstand. I'll set the alarm for about three. That way, if we both fall asleep, I can get up and leave." He gently lifted her and sat her down on the bed, then reached over and set the alarm. He noticed her staring at the clock and frowning. "I promise, I won't even wake you up."

"You'd betta not, mista!" She climbed into bed and moved over to make room for him.

He smiled at her as he clicked off the light. "How soon is our wedding?" He laid down on the bed and took her in his arms.

"Not soon enough!"

They slowly undressed each other and made love before falling asleep in each other's arms. At three in the morning, the alarm clock sounded, waking Max from a restful sleep. He reached over and slapped at the clock, then looked over at his future wife, sleeping peacefully. The light from the full moon shone in through the curtains and lit her with a soft light. He started to get up, he'd promised to let her sleep. If she hadn't stirred in her sleep, turning over to reach for him, he would have kept that promise. He laid back down and took her in his arms and began covering her with soft kisses. It didn't take her long to respond. They made love again, then he held her close, rubbing her back until she fell back asleep. He quickly dressed and headed back to his own room. She was right, this wedding could NOT come soon enough. Two months. These next two months were going to be hell.

The next morning, Fran woke to the sound of Maggie and Brighton fighting in the hall, and Gracie screaming for her to do her hair. She looked at the clock. It was after 7:30, she'd overslept, and Niles hadn't knocked on her door. She was sure Max had something to do with that. She threw on her robe, pulled up her hair, and applied a light coat of make up, and hurried downstairs. She found Max and the children already seated at breakfast.

"I thought you'd be sleeping in this morning, darling. I told Niles not to wake you."

She laughed. "Well, you forgot to tell the children! It doesn't matter, I have work to do today, I should be up."

"Yes, we need to call the publicist, to get the announcement in the paper, and we need to find a wedding planner."

Niles was coming into the dining room with the toast and froze at Max's statement. "Wedding planner, sir?"

"Yes, Niles. Fran and I are getting married, and we'll be counting on you to help with the arrangements."

"Oh, congratulations! This is such exciting news! You can count on me, sir, Miss Fine!" He looked at Fran. "Have you told anyone else yet?"

"Well, we told Ma and Daddy yesterday, and the kids. The press people at the Tony's only know we are together, not about the engagement."

"So, no one else knows?"

"No, Niles, I haven't told C.C.! And don't you run and tell her, either! I told her she had to wait until she got here today!"

"Hello, hello!"

Niles grinned at Fran as C.C. breezed into the dining room. "She's here, she's here!"

C.C. looked puzzled. "What?"

Fran placed both of her hands palms down on the table on the sides of her plate. "Nothing..." C.C. continued to look from Niles to Fran to Max. Fran looked at Max, and leaned over to him. "Oy, for a smart woman, she can be so clueless sometimes!" She took her left hand and started to play with her hair.

C.C. stared at her hand for a moment, then took a deep breath and grinned at her friend. "Oh, you're engaged! I hope you and Danny will be very happy!" That'll pay her back for making her wait all night for this news!

"I beg your pardon?" Max was on his feet.

"Maxwell, I was just kidding!

"Well, we don't find it amusing, C.C.! I don't want to hear of his name mentioned in this house again, is that understood?" He looked from C.C. to Fran. "From either of you!"

"What'd I do?" Fran stood up and looked at her watch. "Come on, kids, it's time to leave for school. Gracie, run upstairs and grab your brush, let me fix your hair."

"Daddy did it."

"Yes, sweetie, I can see that." After the children were out of the room, Fran turned back to Max. "I'll be back when the kids leave. Hopefully you two will finish this, so you'll stop yelling at me for something I didn't even do!" She kissed his forehead as she rushed out to get the kids out the door.

"Maxwell, I'm terribly sorry. It was a thoughtless joke."

"I shouldn't have yelled at Fran. I just pictured her with him and..."

"I know, but she's marrying YOU. She barely spoke to him at the Tonys. You're the one she loves."

"Excuse me, C.C., I need to go find her." He got up from the table and headed to the foyer, where Fran was kissing the children goodbye. Max kissed each of his children, then stepped behind Fran and slipped his arms around her waist, kissing her ear. "I love you, I'm sorry I yelled".

She leaned back against his chest and watched the children climb into the limo. "I know, I love you too. Don't ever do that again, Max. C.C. makes a stupid joke and you yell at me? I didn't like that one bit." She turned to face him, putting her arms around his neck and smiling. "The kids are gone, wanna go upstairs and make up?"

"I'll meet you there in one minute." He rushed into the dining room where C.C. was eating. "I'll meet you in the office in a few minutes. I, uh, need to talk to Fran for a couple of minutes." He hurried through the kitchen, and up the back stairs..

C.C. turned to Niles with an amused look. "Talk. Uh, huh!"

Upstairs in the master bedroom, Fran sat in the middle of the king size bed. Max hurried to her and took her in his arms.

"I'm sorry, darling, I don't know what came over me. I hated seeing you on his arm last night." She started to speak, but he held up his hand. "Wait, before you say anything, I know last night was entirely my fault. I should have been honest with Stephanie and told her that it was over a long time ago. Now I understand how hard this whole thing has been on you, and I'm truly sorry. What can I do to make it up to you?"

She ran her fingers down his chest slowly.

"Well, I can think of several things. How much time do we have?" She grabbed him by his shirt and pulled down on the bed beside her.

C.C. picked up her coffee and headed for the office, where she found Niles setting up a tray of coffee and croissants.

"Ugh, Niles, how long are they going to talk up there?"

"Jealous?"

"Not of them. I used to think Maxwell and I belonged together, I even tried to break up him and Sarah. Now I know that I'll always have him as a wonderful friend, and I will never do anything to ruin that."

"What about Fran?"

"You know, we had nothing in common when we met, and still we became friends. She taught me how to have fun. I've never had a best friend before, well, there was Sarah, but I messed that up. She deserves Max, she makes him happy, she makes the children happy. I'd never be a good mother to them like she is."

"You'll make a wonderful mother."

"I'm learning. I didn't have much of a role model, but now, watching Fran, and even Sylvia and Yetta, I'm learning what a real family is supposed to act like." "You know, Niles, I would never have thought of going out with you if Fran hadn't pushed me into it."

He laid his hand on her arm. "I know. Sorry?"

She took his hand in hers. "No, not at all, just surprised. You really are fun to be around!"

"Ditto!" He pulled her to him and pressed his lips to hers. Their hands started exploring each other's bodies, when suddenly they were interrupted by the office door opening.

Fran and Max stood there open mouthed. "I told you we had more time, honey!" Fran laughed.

Niles and C.C. pulled apart quickly. Niles hurried over to the coffee pot and began to pour three cups. "Will there be anything else, sir?" Max was still too stunned to answer, and Niles took the opportunity to make his escape into the kitchen.

Fran grinned at her friend. "Ya know, I told you to play nice..."

Max looked back and forth between C.C. and Fran, they were both giggling like a couple of schoolgirls. "Doesn't anyone work around here anymore?" He gave them both a mock stern look before heading over to his desk. Fran and C.C. began shuffling papers, trying to look busy, but caught each others eyes and started laughing again.

"Sorry, honey, it's just that we were just, uh..."

Max cut her off before she could finish her sentence. "Yes, well, now it's time to get to work...and you have some phone calls to make, don't you?"

Fran smiled and nodded, grabbing the portable phone and heading to the living room. "Yes, I do, I'll be back in a few minutes".

C.C. and Max got busy returning phone calls from anxious reporters wanting more interviews from the big winners at the Tony awards. Max made a call to the newspaper to arrange the wedding announcement, then called a press conference for later that afternoon.

When the children arrived home from school, Fran took a break from her wedding planning to fix them a snack and find out about their day. She filled them in about the press conference their father had arranged, and sent them upstairs to change for it. She followed them up, and changed into an outfit that would make them look like a perfect family. Max beamed proudly as he introduced his children to the reporters, then introduced Fran, and announced the wedding plans. The children each told their feelings about the wedding, and, to the reporters, it looked as if this family had always been together.

Over the next couple of weeks, telegrams containing well wishes started pouring in, along with wedding gifts. C.C. and Niles helped plan the wedding reception, bringing them closer and closer together. The week before the wedding, C.C. surprised Fran with an engagement party. Most of the theater community was included, as well as as many of Fran's family members as C.C.and Sylvia could track down.

Finally, the two months were over, and the wedding day was here. C.C. was with Fran in her room getting ready, while Max and Niles were making last minute adjustments in Max's room.

C.C. made sure Fran was ready, then hurried down the hall to check on the groom. She was met by Niles, who excused himself, and pulled her into the guest room across the hall.

"Niles, we don't have time for this right now!" C.C. laughed softly as Niles lips travelled over her neck.

"This will only take a minute, we'll be so busy with the wedding and the reception, I wanted to do this first".

"Only a minute? Niles! Since when?" C.C smiled seductively at him and reached for the buttons on his shirt.

He grabbed her hands and held them to his chest. He looked into her eyes and took a deep breath.

"Niles? What is it?"

"I've never done this before, I want to do it right." He took another deep breath, and dropped to one knee, looking into her eyes. "C.C. Babcock, I love you. Will you marry me?"

C.C.'s eyes filled with tears as she stared down at this man she'd come to love. Her family would kill her. To hell with them, she had other family..she had Max and Fran, the kids...and this dear man.

"C.C.?"

"Yes, Niles, I would love to marry you!"

Niles jumped up and took her into his arms and kissed her passionately. He reached into his pocket and pulled out a ring. "Oh, wait, that's Fran's!" He reached into the other pocket and produced an antique looking ring, and slipped it on her finger.

"Oh, Niles, it's beautiful!"

"It belonged to my grandmother. Hopefully, someday we'll pass it down to our daughter".

"Our daughter? Oh, Niles, are you sure about this?"

"Aren't you?"

"Marriage, and planning children? Us?"

He kissed her gently. "We'll be just fine. Come on, Babcock, we've got a wedding to attend!"

C.C. hurried back to Fran, and Niles ushered Max downstairs. The music started, and C.C. and the girls started down the stairs. Once the bridesmaids were in place, the string quartet started the wedding march, and Fran appeared at the top of the stairs. She looked downstairs and Max and her children waiting for her, took a deep breath, and started down the stairs and the rest of her life.


End file.
